OpCo Assets definition
Examples of OpCo Assets in a sentence
Substantially concurrently with the Time of Distribution, Pinnacle shall execute, or shall cause the execution of, such amended organizational documents with respect to each member of the Pinnacle Group, as applicable, such that each member of Pinnacle Group, as applicable, shall effect a change in its respective name to a name not containing any Intellectual Property included in the OpCo Assets.
Following the Distribution Date, (a) OpCo agrees to provide all book-entry transfer authorizations for shares of OpCo Common Stock that Pinnacle or the Distribution Agent shall require in order to effect the Distribution and (b) the Restrictive Declarations shall be recorded against the undeveloped lands in ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ which constitute OpCo Assets, as listed on Schedule 2.3(b) hereto.
The inclusion of any item in the Company Disclosure Letter or Parent Disclosure Letter shall not be deemed to be an admission or evidence of materiality of such item, nor shall it establish any standard of materiality for any purpose whatsoever and the inclusion of an item relating to the OpCo Business, OpCo Assets or OpCo Liabilities does not, in and of itself, establish that such item relates to or affects PropCo or the Pinnacle Business.
Section 6.16.1.1.1 OpCo shall prepare and timely file (or cause to be prepared and timely filed) (x) all Tax Returns of OpCo and the OpCo Entities due after the Closing Date, (y) all Tax Returns with respect to any real property, personal property or other similar ad valorem Taxes that relate to any OpCo Assets or the OpCo Business and are due after the Closing and (z) all Tax Returns with respect to any sales Taxes that relate to the OpCo Assets or the OpCo Business and are due after the Closing.