Omitted Asset definition

Omitted Asset shall have the meaning set forth in Section 8.12(a)(ii).
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Omitted Asset has the meaning given in Section 6.13.
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Omitted Asset has the meaning set forth in Section 5.9(b).
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Examples of Omitted Asset in a sentence

  • Titan shall be responsible for payment of any fees or costs associated with the transfer of any Omitted Asset.

  • Notwithstanding the foregoing: (i) the Omitted Assets shall not include any cash or licenses to commercially available software unless such software is expressly listed on Exhibit B or is located on any computer or other equipment transferred to the Purchaser as an Asset and (ii) the Omitted Assets shall not include any asset of the Seller not otherwise listed on Exhibit B if such transfer, license or availability of such Omitted Asset would impair the operations of the Seller.

  • To the extent that, during the one year following the Closing Date, Buyer or Seller discovers that any Assets exclusively used in the Business were not transferred directly or indirectly to Buyer at the Closing (each, an “Omitted Asset”), Seller shall, and shall cause its Affiliates to, promptly assign and transfer all right, title and interest in such Omitted Asset to Buyer or its designated assignee.

  • From the time such Omitted Asset or Omitted Liability is discovered until such time as it is transferred to the proper Party or its designated assignee, Section 1.7(b) shall apply mutatis mutandis.

  • To the extent permitted by applicable Law, for Tax purposes, any Omitted Asset shall be considered to have been transferred as of the Closing; provided, however, that for the avoidance of doubt, “Omitted Assets” shall not include any Assets transferred outside of the Business in accordance with Section 5.1(b).

  • Buyer may elect, by delivering written notice to Sellers, to have any Omitted Contract be included as a Transferred Contract, and upon such election, then (y) Sellers shall, or shall cause their Affiliates, to satisfy or comply with the obligations set forth in Section 5.9(b)(i)(A)-(C) and (z) the Omitted Contract shall be deemed to be an Omitted Asset for purposes of Section 5.9(c), in each case, notwithstanding whether such Omitted Contract was identified prior to the Closing.

  • Notwithstanding the foregoing: (i) the Omitted Assets shall not include any cash or licenses to commercially available software unless such software is expressly listed on E xhibit B or is located on any computer or other equipment transferred to the Purchaser as an Asset and (ii) the Omitted Assets shall not include any asset of the Seller not otherwise listed on E xhibit B if such transfer, license or availability of such Omitted Asset would impair the operations of the Seller.


More Definitions of Omitted Asset

Omitted Asset is defined in Section 1.8(b).
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Omitted Asset has the meaning set forth in Clause 5.2 of this French Asset Purchase Agreement;
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Omitted Asset has the meaning set forth in SECTION 2.1(C).
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Omitted Asset. – means: (a) any asset that should have been transferred or assigned to Buyer or its Affiliates pursuant to the terms of this Agreement or another Transaction Document but was not; (b) any asset which (i) was not included as (A) a Transferred Trademark on Exhibit 2.1(a)(i)(A), (B) a Transferred Patent on Exhibit 2.1(a)(i)(B), (C) Transferred Know-How on Exhibit 2.1(a)(i)(C), (D) a Transferred Copyright on Exhibit 2.1(a)(i)(D) and/or (E) a Transferred Strain & Enzyme on Exhibit 2.1(a)(i)(E) and (ii) the failure to include it on Exhibit 2.1(a)(i)(A), Exhibit 2.1(a)(i)(B), Exhibit 2.1(a)(i)(C), Exhibit 2.1(a)(i)(D) and/or Exhibit 2.1(a)(i)(E) would result in a Breach of Section 3.3(a)(i); (c) any asset which (i) was not included as a Transferred Trademark on Exhibit 2.1(a)(i)(A) and (ii) the failure to include it as a Transferred Trademark on Exhibit 2.1(a)(i)(A) would result in a Breach of Section 3.3(a)(ii); (d) any asset which (i) was not included as a Transferred Patent on Exhibit 2.1(a)(i)(B) and (ii) the failure to include it as a Transferred Patent on Exhibit 2.1(a)(i)(B) would result in a Breach of Section 3.3(a)(iii); (e) any asset which (i) was not included as Transferred Know-How on Exhibit 2.1(a)(i)(C) and (ii) the failure to include it as Transferred Know-How on Exhibit 2.1(a)(i)(C) would result in a Breach of Section 3.3(a)(iv); (f) any asset which (i) was not included as a Transferred Copyright on Exhibit 2.1(a)(i)(D) and (ii) the failure to include it as a Transferred Copyright on Exhibit 2.1(a)(i)(D) would result in a Breach of Section 3.3(a)(v); (g) any asset which (i) was not included as a Transferred Permit on Exhibit 2.1(a)(viii) and (ii) the failure to include it as a Transferred Permit on Exhibit 2.1(a)(viii) would result in a Breach of Section 3.14(a); (h) any asset which (i) was not included as a Transferred Registration on Exhibit 2.1(a)(ii) and (ii) the failure to include it as a Transferred Registration on Exhibit 2.1(a)(ii) would result in a Breach of Section 3.21(a); (i) any asset which (i) was not included as Transferred Registration Data on Exhibit 2.1(a)(iii) and (ii) the failure to include it as Transferred Registration Data on Exhibit 2.1(a)(iii) would result in a Breach of Section 3.22(a); (j) any asset which (i) was not included as Transferred Biological Data on Exhibit 2.1(a)(iv) and (ii) the failure to include it at as Transferred Biological Data on Exhibit 2.1(a)(iv) would result in a Breach of Section 3.23(a); or (k) a...
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Related to Omitted Asset

  • Treatment site means the anatomical description of the tissue intended to receive a radiation dose, as described in a written directive.

  • Admitted assets means the amount thereof as of the last day of the most recently concluded annual statement year, computed in accordance with rule 191—5.6(505,515,520).

  • Redacted means a version/copy of the Offeror’s proposal with the information considered proprietary or confidential (as defined by §§57-3A-1 to 57-3A-7, NMSA 1978 and NMAC 1.4.1.45 and summarized herein and outlined in Section II.C.8 of this RFP) blacked-out BUT NOT omitted or removed.

  • Non-Administrator Substance Use Disorder Treatment Facility means a Substance Use Disorder Treatment Facility that does not meet the definition of an Administrator Substance Use Disorder Treatment Facility.

  • Treatment zone means a soil area of the unsaturated zone of a land treatment unit within which hazardous constituents are degraded, transformed, or immobilized.

  • Residential treatment facility means a facility which provides a treatment program for behavioral health services and is established and operated in accordance with applicable state laws for residential treatment programs. RETAIL CLINIC is a medical clinic licensed to provide limited services, generally located in a retail store, supermarket or pharmacy. A retail clinic provides vaccinations and treats uncomplicated minor illnesses such as colds, ear infections, minor wounds or abrasions.

  • Reference Portfolio Return means on any day, the weighted average return of the Reference Assets calculated as the sum of the Weighted Reference Asset Return of each of the Reference Assets comprising the Reference Portfolio.

  • Explosives or munitions emergency response means all immediate response activities by an explosives and munitions emergency response specialist to control, mitigate, or eliminate the actual or potential threat encountered during an explosives or munitions emergency. An explosives or munitions emergency response may include in-place render-safe procedures, treatment or destruction of the explosives or munitions and/or transporting those items to another location to be rendered safe, treated, or destroyed. Any reasonable delay in the completion of an explosives or munitions emergency response caused by a necessary, unforeseen, or uncontrollable circumstance will not terminate the explosives or munitions emergency. Explosives and munitions emergency responses can occur on either public or private lands and are not limited to responses at RCRA facilities.

  • Registrant Fax Ext 4321 Registrant Email: XXXXX@XXXXXXX.XXX Admin ID: 5372809-ERL Admin Name: EXAMPLE REGISTRANT ADMINISTRATIVE Admin Organization: EXAMPLE REGISTRANT ORGANIZATION Admin Street: 000 XXXXXXX XXXXXX Xxxxx Xxxx: ANYTOWN Admin State/Province: AP Admin Postal Code: A1A1A1 Admin Country: EX Admin Phone: +1.0000000000 Admin Phone Ext: 1234 Admin Fax: +1.5555551213 Admin Fax Ext: Admin Email: XXXXX@XXXXXXX.XXX Tech ID: 5372811-ERL Tech Name: EXAMPLE REGISTRAR TECHNICAL Tech Organization: EXAMPLE REGISTRAR LLC Tech Street: 000 XXXXXXX XXXXXX Xxxx Xxxx: ANYTOWN Tech State/Province: AP Tech Postal Code: A1A1A1 Tech Country: EX Tech Phone: +1.1235551234 Tech Phone Ext: 1234 Tech Fax: +1.5555551213 Tech Fax Ext: 93 Tech Email: XXXXX@XXXXXXX.XXX Name Server: NS01.EXAMPLEREGISTRAR.TLD Name Server: NS02.EXAMPLEREGISTRAR.TLD DNSSEC: signedDelegation DNSSEC: unsigned >>> Last update of WHOIS database: 2009-05-29T20:15:00Z <<< Registrar Data: Query format: whois “registrar Example Registrar, Inc.” Response format: Registrar Name: Example Registrar, Inc. Street: 0000 Xxxxxxxxx Xxx City: Marina del Rey State/Province: CA Postal Code: 90292 Country: US Phone Number: +1.0000000000 Fax Number: +1.3105551213 Email: xxxxxxxxx@xxxxxxx.xxx WHOIS Server: whois.example-registrar.tld Referral URL: xxxx://xxx.xxxxxxx-xxxxxxxxx.xxx Admin Contact: Xxx Registrar Phone Number: +1.3105551213 Fax Number: +1.3105551213 Email: xxxxxxxxxxxx@xxxxxxx-xxxxxxxxx.xxx Admin Contact: Xxxx Registrar Phone Number: +1.3105551214 Fax Number: +1.3105551213 Email: xxxxxxxxxxxxx@xxxxxxx-xxxxxxxxx.xxx Technical Contact: Xxxx Geek Phone Number: +1.3105551215 Fax Number: +1.3105551216 Email: xxxxxxxx@xxxxxxx-xxxxxxxxx.xxx >>> Last update of WHOIS database: 2009-05-29T20:15:00Z <<< Nameserver Data: Query format: whois “NS1.EXAMPLE.TLD”, whois “nameserver (nameserver name)”, or whois “nameserver (IP Address)” Response format: Server Name: NS1.EXAMPLE.TLD IP Address: 192.0.2.123 IP Address: 2001:0DB8::1 Registrar: Example Registrar, Inc. WHOIS Server: whois.example-registrar.tld Referral URL: xxxx://xxx.xxxxxxx-xxxxxxxxx.xxx >>> Last update of WHOIS database: 2009-05-29T20:15:00Z <<< The format of the following data fields: domain status, individual and organizational names, xxxxxxx, xxxxxx, xxxx, xxxxx/xxxxxxxx, postal code, country, telephone and fax numbers (the extension will be provided as a separate field as shown above), email addresses, date and times should conform to the mappings specified in EPP RFCs 5730-5734 so that the display of this information (or values return in WHOIS responses) can be uniformly processed and understood. In order to be compatible with ICANN’s common interface for WHOIS (InterNIC), WHOIS output shall be in the format outline above.

  • Fixed Asset means a tangible non-current asset, including buildings and equipment, acquired not for sale but for use for the Project during the Eligible Expenditure Period;

  • Restricted Asset has the meaning specified in Section 2.4(1).

  • Residential facility means a home or facility that is licensed by the department of developmental disabilities under section 5123.19 of the Revised Code and in which a child with a developmental disability resides.

  • Transferred Asset means each asset, including any Loan Asset and Substitute Loan Asset (including, if any, the Participation thereof), Conveyed by the Seller to the Purchaser hereunder, including with respect to each such asset, all Related Property; provided that the foregoing will exclude the Retained Interest and the Excluded Amounts.

  • Permitted Assets means any and all properties or assets that are used or useful in a Permitted Business (including Capital Stock in a Person that is a Restricted Subsidiary and Capital Stock in a Person whose primary business is a Permitted Business that shall become a Restricted Subsidiary immediately upon the acquisition of such Capital Stock by the Issuer or by a Restricted Subsidiary, but excluding any other securities).

  • Wastewater treatment unit means a device which:

  • Purchased Asset means (i) with respect to any Transaction, the Eligible Asset sold by Seller to Buyer in such Transaction and (ii) with respect to the Transactions in general, all Eligible Assets sold by Seller to Buyer (other than Purchased Assets that have been repurchased by Seller).

  • Asset Pool means a pool of cash-flow generating assets in which an issuer of a securitized product has a direct or indirect ownership or security interest;