Transferred Assets definition

Transferred Assets means the assets, rights and properties of the Sellers that the Purchasers shall acquire as of the Closing.

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Transferred Assets has the meaning set forth in Section 2.1.

Transferred Assets means (a) the Purchased Assets, (b) all of the Seller’s rights under the Purchase Agreement, including the rights to enforce the repurchase obligations of Santander Consumer for breaches of the representations and warranties of Santander Consumer set forth in Schedule II to the Purchase Agreement and (c) all proceeds of the foregoing.

Examples of Transferred Assets in a sentence

The Company or the applicable Seller or Acquired Subsidiary has, and at the Closing will have, good and valid title to the tangible assets it purports to transfer as Transferred Assets hereby, free and clear of all Liens except for Permitted Liens.
Each of the Acquired Subsidiaries and the Company with respect to the Transferred Assets have implemented and maintain policies and procedures designed to ensure compliance by each of them with applicable Anti-Corruption Laws.
The conveyance of the Transferred Assets to the Buyer or the Buyer Designees as contemplated by this Agreement and the Ancillary Agreements is made in exchange for fair and equivalent consideration, and neither the Company nor any of its Affiliates is now insolvent nor will be rendered insolvent by the conveyance of the Transferred Assets as contemplated by this Agreement and the Ancillary Agreements.
None of the Company or any of its Affiliates, nor any of their respective directors, managers or employees has received, since January 1, 2021, any written notice, order, complaint or other written communication from any Person alleging the Company or any of its Affiliates is not in compliance with any applicable Law or Order in any material respect, in each case, relating to the Business, the Transferred Assets or the Assumed Liabilities.
For the avoidance of doubt, the Buyer (or any of its Affiliates) shall, subject to the receipt of a valid VAT invoice, pay to the Sellers (or an Affiliate of the Sellers) an amount equal to any VAT the Sellers or an Affiliate of the Sellers is required to account for in respect of the sale of the Transferred Assets in addition to the Final Purchase Price.

More Definitions of Transferred Assets

Transferred Assets shall have the meaning assigned to such term in Section 2.01.

Transferred Assets has the meaning assigned to such term in Section 6.03(i).

Transferred Assets. As defined in Section 2(a).

Transferred Assets means Seller’s and its Subsidiaries’ (including the Transferred Entities’) right, title and interest in the following property and assets, real, personal, mixed, tangible and intangible, of every kind and description, whether or not reflected on the books and records of Seller and its Subsidiaries and wherever located, in each case other than the Excluded Assets:

Transferred Assets shall have the meaning set forth in the definition of Permitted Receivables Financing.

Transferred Assets means, collectively, the Transferred Collateral Obligations and Related Security Conveyed by the Seller to the Purchaser hereunder.

Transferred Assets shall have the meaning specified in Section 2.1 of the Transfer Agreement.