Other Acquired Assets definition
Other Acquired Assets means, in each case relating to the Business, (a) all marketing, sales and promotional literature, books, records, files, documents, financial records, bills, accounting, internal audit records, operating manuals, personnel records (but only to the extent transfer is permitted under Applicable Law), client and supplier lists and files, preprinted materials, and other similar items in the possession or under the control of Seller or in the possession or under the control of any Seller’s Affiliates or their representatives; (b) all rights to all telephone numbers, contact information and client symbols or designs; (c) all intangible assets owned by Seller, including Intellectual Property and rights therein, including all Software owned by Seller and used by or relating to the Business; (d) all payments, deposits (including security deposits) and prepaid expenses; (e) all inventory, including all work-in-process and finished products created by Seller; (f) all furnishings, furniture, fixtures, office equipment and supplies and other accessories related thereto, vehicles and other tangible personal property, including the Personal Property, in each case, wherever located and including any of the foregoing purchased subject to any conditional sales or title retention agreement in favor of any other Person, together with all rights of Seller against suppliers of such materials; (g) all Permits; (h) all claims and causes of action against other Persons (regardless of whether or not such claims and causes of action have been asserted by Seller), and all rights of indemnity, warranty rights, rights of contribution, rights to refunds, rights of reimbursement and other rights of recovery (regardless of whether such rights are currently exercisable); (i) domain name registrations, and all IP addresses, registered to or under the direct or indirect control of Seller; and (j) all other properties, assets and rights owned by Seller as of the Closing Date, or in which Seller has an interest.
Other Acquired Assets means the Purchased Assets that, immediately prior to the Closing, are owned by the Affiliated Sellers (or any other subsidiary of Parent other than the Acquired Entities).
Other Acquired Assets means all rights to telephone and telecopy numbers and email addresses of Seller relating to the operation of the Business or the Acquired Assets; all claims and causes of action of Seller against third parties relating to the operation of the Business or the Acquired Assets; and all rights of indemnity, warranty rights, rights of contribution, claims for refunds (other than for Taxes paid by Seller), rights of offset, rights of reimbursement (other than for prepaid insurance) and other rights of recovery of Seller, in each case, to the extent related to the Acquired Assets.
Examples of Other Acquired Assets in a sentence
Not later than forty-five (45) days following the Closing Date, Parent shall deliver to Buyer a preliminary allocation (a “Draft Allocation”) with respect to the Other Acquired Assets.