Related and Incidental Assets definition

Related and Incidental Assets means the Seller's business as a going concern and the Seller's goodwill, franchises and Seller Permits; personnel records, customer lists and records, restrictive covenants and similar obligations relating to the business of the Seller; security interests in the assets of others; all books, computer tape records, files, papers, records and software; drawings and marketing materials owned by the Seller and used by it in the operation of its business; and all other property and rights of every kind or nature owned by the Seller and used by it in the operation of the Business of the Seller.
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Related and Incidental Assets means the Business as a going concern and the Seller's goodwill; all deposits and prepayments for goods or services purchased or to be purchased by the Seller (other than deposits and prepayments relating to services provided in connection with the negotiation, preparation, execution and delivery of this Agreement); all customer lists and records; all sales data; all restricted covenants prohibiting competition, solicitation of employees, vendors, suppliers, customers, agents and independent contractors, and the use and disclosure of confidential information and similar covenants which run in favor of the Seller; all Encumbrances on the assets of others; suppliers' lists and records; all Books and Records owned by the Seller; all catalogues, brochures, art work, photographs and advertising and marketing materials owned by the Seller; and all other property and rights of every kind or nature owned by the Seller, in any of the foregoing cases, other than to the extent comprising a part of the Excluded Assets.
Sample 1
Related and Incidental Assets means all customer lists and records; all sales data; all phone numbers; all restrictive covenants prohibiting competition, solicitation of employees, vendors, suppliers, customers, agents, and independent contractors, and the use and disclosure of confidential information and similar covenants which run in favor of a Seller or a Transferred Subsidiary; all Liens on the assets of others; suppliers’ lists and records; all books and records owned by a Seller or a Transferred Subsidiary; all catalogues, brochures, art work, photographs, and advertising and marketing materials owned by a Seller or a Transferred Subsidiary; and all other property and rights of every kind or nature owned by a Seller or a Transferred Subsidiary, in any of the foregoing cases, other than to the extent comprising a part of the Excluded Assets.
Sample 1

More Definitions of Related and Incidental Assets

Related and Incidental Assets means all deposits and prepayments for goods or services purchased or to be purchased by Caliper (other than deposits and prepayments relating to services provided in connection with the negotiation, preparation, execution and delivery of this Agreement); all customer lists and records; and all sales data; all restrictive covenants prohibiting competition, solicitation of employees, vendors, suppliers, customers, agents and independent contractors and similar covenants which run in favor of Caliper; all Encumbrances on the assets of others; suppliers’ lists and records; all books and records owned by Caliper; all catalogues, brochures, art work, photographs and advertising and marketing materials owned by Caliper; and all other property and rights of every kind or nature owned by Caliper, in each of the foregoing cases solely or predominately related to the Business, other than to the extent comprising a part of the Excluded Assets.
Sample 1

Related to Related and Incidental Assets

  • Additional Assets means (1) any property or other assets used or useful in a Similar Business, (2) the Capital Stock of a Person that becomes a Restricted Subsidiary of the Issuer as a result of the acquisition of such Capital Stock by the Issuer or another Restricted Subsidiary or (3) Capital Stock constituting a minority interest in any Person that at such time is a Restricted Subsidiary of the Issuer; provided, however, that any Restricted Subsidiary described in clause (2) or (3) above is engaged in a Similar Business.

  • Incidental costs means expenses specified in a warranty incurred by a warranty holder and related to the failure of a vehicle protection product to perform as provided in the warranty. Incidental costs may include, but are not limited to, insurance policy deductibles, rental vehicle charges, the difference between the actual value of a stolen vehicle at the time of theft and the cost of a replacement vehicle, sales taxes, registration fees, transaction fees, and mechanical inspection fees.

  • Principal Proceeds means, with respect to any Collection Period or the related Determination Date, all amounts received by the Borrower during such Collection Period that do not constitute Interest Proceeds, including unapplied proceeds of the Advances and any amounts received by the Borrower as equity contributions (howsoever designated).

  • Total Assets as of any date means the sum of (i) the Undepreciated Real Estate Assets and (ii) all other assets of the Company and its Subsidiaries determined in accordance with GAAP (but excluding accounts receivable and intangibles).

  • Incidental Expenses means those expenses incidental to the performance of construction pursuant to an Interconnection Construction Service Agreement, including, but not limited to, the expense of temporary construction power, telecommunications charges, Interconnected Transmission Owner expenses associated with, but not limited to, document preparation, design review, installation, monitoring, and construction-related operations and maintenance for the Customer Facility and for the Interconnection Facilities.

  • Receivables Related Assets means accounts receivable, instruments, chattel paper, obligations, general intangibles and other similar assets, in each case relating to receivables subject to the Permitted Receivables Facility, including interests in merchandise or goods, the sale or lease of which gave rise to such receivables, related contractual rights, guaranties, insurance proceeds, collections and proceeds of all of the foregoing.

  • Permitted Receivables Related Assets means any other assets that are customarily transferred or in respect of which security interests are customarily granted in connection with asset securitization transactions involving receivables similar to Receivables and any collections or proceeds of any of the foregoing.

  • Disposal Proceeds means the consideration receivable by any member of the Group (including any amount receivable in repayment of intercompany debt) for any Disposal made by any member of the Group except for Excluded Disposal Proceeds and after deducting:

  • Index Related Payment Date means, in relation to any Indexand an IndexDetermination Date, any payment date under the Preference Shares for which the amount payable is calculated by reference to the Indexas determined on such IndexDetermination Date;

  • REO Disposition The final sale by the Servicer of any REO Property.

  • Related Assets Any assets held by a Trust the return of which is linked to one or more Underlying Securities and which, if applicable, shall be described in the related Supplement or a schedule thereto.

  • Incidental item(s) means goods and/or services that may be purchased or sold through this Website to be supplied and/or provided by the Seller to You, as specified on Our Website.

  • Excluded Asset Disposition means, with respect to any Consolidated Party, any Asset Disposition consisting of (i) the sale, lease, license, transfer or other disposition of inventory or other assets in the ordinary course of such Consolidated Party's business, (ii) the sale, lease, license, transfer or other disposition of Property no longer used or useful in the conduct of such Consolidated Party's business, (iii) any Involuntary Disposition by such Consolidated Party, (iv) any sale, lease, license, transfer or other disposition of Property by such Consolidated Party to any Credit Party, PROVIDED that the Credit Parties shall cause to be executed and delivered such documents, instruments and certificates as the Agent may reasonably request so as to cause the Credit Parties to be in compliance with the terms of Section 7.12 after giving effect to such transaction, (v) any portion of an Asset Disposition by such Consolidated Party constituting a Permitted Investment, (vi) if such Consolidated Party is not a Credit Party, any sale, lease, license, transfer or other disposition of Property by such Consolidated Party to any Consolidated Party that is not a Credit Party, (vii) the sale or disposition of Cash Equivalents for fair market value, (viii) any sale of accounts receivable in connection with the compromise thereof, (ix) the assignment of past due accounts for collection or (x) the licensing of Intellectual Property to third Persons on customary terms as determined by the licensor's board of directors in good faith; PROVIDED, HOWEVER, that the term "Excluded Asset Disposition" shall not include any Asset Disposition to the extent of the portion of the proceeds of such Asset Disposition that would be required under any Junior Financing Documentation to be applied to permanently retire Indebtedness of the Consolidated Parties.

  • Physical Assets means equity securities, debt securities, fixed income securities and units in exchanged traded funds.

  • Specified Disposition means any disposition of all or substantially all of the assets or Equity Interests of any Subsidiary of the Borrower or any division, business unit, product line or line of business.

  • REO Disposition Proceeds All amounts received with respect to an REO Disposition pursuant to Section 4.16.

  • Collateral Disposition means (i) the sale, lease, transfer or other disposition of the Vessel by the Borrower to any Person (it being understood that a Permitted Chartering Arrangement is not a Collateral Disposition) or the sale of 100% of the Capital Stock of the Borrower or (ii) any Event of Loss of the Vessel.

  • Specified Acquisition means one or more acquisitions of assets or entities or operating lines or divisions in any rolling 12-month period for an aggregate purchase price of not less than $50,000,000.

  • Specified Asset Sale has the meaning specified in Section 2.05(b)(vi).

  • Final disposition means the burial, interment, cremation, removal from the state, or other disposition of a dead body or fetus.

  • Foreign Subsidiary Total Assets means the total assets of the Foreign Subsidiaries, as determined on a consolidated basis in accordance with GAAP in good faith by a Responsible Officer.

  • Disposition Date shall have the meaning ascribed thereto in Subsection 5.1(d);

  • Receivables and Related Assets means (a) accounts receivable, instruments, chattel paper, obligations, general intangibles, equipment and other similar assets, including interests in merchandise or goods, the sale or Lease of which gives rise to the foregoing, related contractual rights, guarantees, insurance proceeds, collections and other related assets, (b) equipment, (c) inventory and (d) proceeds of all of the foregoing.

  • Digital Assets means electronic files for which a fee has been paid that are downloaded and stored on home electronic equipment, computers or mobile phones. “Digital assets” does not include downloaded files pertaining to “your” “business”.

  • Involuntary Disposition means any loss of, damage to or destruction of, or any condemnation or other taking for public use of, any property of any Loan Party or any Subsidiary.

  • Designated Assets means any property or assets (including Capital Stock of any Subsidiary) of Holdings, the Restricted Parent, the Issuer and their respective Restricted Subsidiaries constituting a business, a line or unit of a business or used in operating a business substantially as an entirety.