Transferred Fixtures and Equipment definition

Transferred Fixtures and Equipment means the Fixtures and Equipment, wherever located, owned directly or indirectly by Seller or its Affiliates that are exclusively used in or held exclusively for use in, or exclusively related to, the Business, including, without limitation, Fixtures and Equipment owned directly or indirectly by Seller or its Affiliates in the possession of third Persons, and all Fixtures and Equipment owned directly or indirectly by Seller or its Affiliates located at the Transferred Facilities or facilities that are leased pursuant to the Transferred Leases.
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Transferred Fixtures and Equipment means the fixtures and equipment located in the Facilities and set forth on Schedule 1.1(d).
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Transferred Fixtures and Equipment means all furniture, furnishings, vehicles, equipment, computers, tools and other tangible personal property (other than Business Inventory) of Seller Parent and the Retained Subsidiaries which are Related to the Business, wherever located, including any of the foregoing purchased subject to any conditional sales or title retention agreement in favor of any other Person.
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Examples of Transferred Fixtures and Equipment in a sentence

  • The Transferred Fixtures and Equipment have been, taken as a whole, maintained in accordance with Seller’s normal practice and, to Seller’s Knowledge, are in satisfactory operating condition (with the exception of normal wear and tear).

  • Notwithstanding anything to the contrary in this Agreement, Seller Parent or its applicable Subsidiaries shall not transfer and assign, and Purchaser and its applicable Subsidiaries shall not assume, the Deferred Transferred Contracts, Deferred Transferred Fixtures and Equipment and Deferred Transferred Contract Liabilities on the Closing Date.

  • The payment of the Transaction Consideration shall not be reduced or deferred in any respect due to the deferred transfer of the Deferred Transferred Contracts, Deferred Transferred Fixtures and Equipment and the deferred assumption of the Deferred Transferred Contract Liabilities pursuant to this Section 2.18.

  • The transfer, assignment and assumption of the Deferred Transferred Contracts, Deferred Transferred Fixtures and Equipment and Deferred Transferred Contract Liabilities shall take place following the Closing as the Parties may agree pursuant to the Ancillary Agreements.


More Definitions of Transferred Fixtures and Equipment

Transferred Fixtures and Equipment means all furniture, furnishings, vehicles, equipment, tools and other tangible personal property (other than Transferred Inventory and any Intellectual Property Rights) of Seller or any of its Affiliates (other than the Transferred Subsidiaries) that are (i) Related to the Business and located at a Transferred Facility as of the date of this Agreement or thereafter, (ii) portable electronic devices of the Transferred Employees or (iii) located in Occupied Areas (as defined in each of the Occupancy Agreements) that are designated for the use following the Closing of Buyer or any of its Affiliates (including the Transferred Subsidiaries), including, in each case, any of the foregoing purchased subject to any conditional sales or title retention agreement in favor of any other Person. For the avoidance of doubt, Transferred Fixtures and Equipment shall not include those items that are located in Occupied Areas (as defined in each of the Occupancy Agreements) that are designated for the use following the Closing of Seller or any of its Affiliates (other than the Transferred Subsidiaries).
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Transferred Fixtures and Equipment means all furniture, furnishings, vehicles, equipment, tools and other tangible personal property (other than Transferred Inventory and Transferred Intellectual Property Assets) of Seller or any of its Affiliates (other than the Transferred Subsidiaries) that are Related to the Business, wherever located, including any of the foregoing purchased subject to any conditional sales or title retention agreement in favor of any other Person.
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Transferred Fixtures and Equipment means (i) all office furniture, office furnishings and office equipment located at or relating to any Transferred Owned Real Property, any sites subject to Transferred Leases or the Belford Roxo Site and (ii) all other furniture, furnishings, vehicles, equipment, computers, tools and other tangible personal property (other than Business Inventory) of, in each case, owned by Seller Parent and the Retained Subsidiaries and which are Related to the Business, wherever located, (other than Business Inventory and IT Assets), excluding, however, any office furniture, office furnishings and office equipment located at any sites being leased to Purchaser or its Affiliates pursuant to any Ancillary Agreement, in the case of each of the foregoing clauses (i) and (ii) including any of the foregoing purchased subject to any conditional sales or title retention agreement in favor of any other Person.
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Related to Transferred Fixtures and Equipment

  • Fixtures and Equipment means, with respect to any Person, all of the furniture, fixtures, furnishings, machinery and equipment owned or leased by such Person and located in, at or upon the Assets of such Person.

  • Machinery and equipment shall have the meaning specified in Section 1.1(c).

  • Plant and Equipment means permanent plant, equipment, machinery, apparatus, articles and things of all kinds to be provided and incorporated in the Facilities by the Contractor under the Contract (including the spare parts to be supplied by the Contractor under GCC Sub-Clause 3.3 hereof), but does not include Contractor’s Equipment.

  • Purchased Equipment means any equipment, including any Software, sold by BT to the Customer.

  • Qualified machinery and equipment means all new industrial

  • Leased Equipment means the equipment which may include but not limited to modem provided by TM on lease basis to enable usage of the Service by the Customer, as may be decided by TM from time to time at its sole discretion.

  • Farm equipment means equipment used directly for farming

  • Personal Property shall have the meaning set forth in the granting clause of the Mortgage.

  • Excluded Equipment means, at any date, any equipment or other assets of the Borrower or any Guarantor which is subject to, or secured by, a Capitalized Lease Obligation or a purchase money obligation if and to the extent that (i) a restriction in favor of a Person who is not Holdings or any Restricted Subsidiary of Holdings contained in the agreements or documents granting or governing such Capitalized Lease Obligation or purchase money obligation prohibits, or requires any consent or establishes any other conditions for or would result in the termination of such agreement or document because of an assignment thereof, or a grant of a security interest therein, by the Borrower or any Guarantor and (ii) such restriction relates only to the asset or assets acquired by the Borrower or any Guarantor with the proceeds of such Capitalized Lease Obligation or purchase money obligation and attachments thereto, improvements thereof or substitutions therefor; provided that all proceeds paid or payable to any of the Borrower or any Guarantor from any sale, transfer or assignment or other voluntary or involuntary disposition of such assets and all rights to receive such proceeds shall be included in the Collateral to the extent not otherwise required to be paid to the holder of any Capitalized Lease Obligations or purchase money obligations secured by such assets.

  • Fixtures and Fittings means all the Landlord’s furniture, furnishings, sanitary ware, decorative features, white goods, other equipment or any floor, ceiling or wall coverings and include anything listed in any Inventory and Schedule of Condition supplied.

  • Excluded Personal Property has the meaning set forth in Section 2.2(c).

  • Standard equipment means the basic configuration of a vehicle which is equipped with all the features that are required under the regulatory acts of the Contracting Party including all features that are fitted without giving rise to any further specifications on configuration or equipment level.

  • Fixed Equipment means any property affixed in any way to the Licensed Premises existing at the time Notice to Proceed is given, whose removal would damage the Licensed Premises.

  • Equipment is all “equipment” as defined in the Code with such additions to such term as may hereafter be made, and includes without limitation all machinery, fixtures, goods, vehicles (including motor vehicles and trailers), and any interest in any of the foregoing.

  • Transferred Real Property shall have the meaning set forth in Section 1.2(a)(vii).

  • Fuel burning equipment means any furnace, boiler, apparatus, stack and all associated equipment, used in the process of burning fuel.

  • Designated Equipment means either: (i) a server identified by serial number, or host I.D. on which the Licensed Materials are stored; or (ii) a computer or workstation, as identified by its serial number, host I.D. number or Ethernet address; to which the Licensed Materials are downloaded and Used only upon the issuance of a License Key. The Designated Equipment shall be of a manufacture, make and model, and have the configuration, capacity (i.e., memory/disk), operating software version level, and pre- requisite and co-requisite applications, prescribed in the Documentation as necessary or desirable for the operation of the Software.

  • Associated equipment means equipment that is used in conjunction with a radiographic exposure device to make radiographic exposures that drives, guides, or comes in contact with the source, e.g., guide tube, control tube, control (drive) cable, removable source stop, “J” tube and collimator when it is used as an exposure head.

  • Leased Personal Property shall have the meaning given such term in Section 2.1(e).

  • Covered Equipment means, unless otherwise specified in a Schedule, Covered Property:

  • Systems and Equipment means any plant, machinery, transformers, duct work, cable, wires, and other equipment, facilities, and systems designed to supply heat, ventilation, air conditioning and humidity or any other services or utilities, or comprising or serving as any component or portion of the electrical, gas, steam, plumbing, sprinkler, communications, alarm, security, or fire/life/safety systems or equipment, or any other mechanical, electrical, electronic, computer or other systems or equipment for the Property.

  • Operating Equipment means furniture, furnishings, special lighting fixtures, carpeting, draperies, decorations or other special finishing work, signs, appliances and trade fixtures and equipment that is furnished, installed or used by the Contractor in its operations on the Airport. It does not include Fixed Improvements, or repair or maintenance of Operating Equipment or Fixed Improvements or displays or decorations that are of a seasonal or temporary promotional nature.

  • Gaming Equipment means any and all gaming devices, gaming device parts inventory and other related gaming equipment and supplies used in connection with the operation of a casino, including (without limitation), slot machines, gaming tables, cards, dice, chips, tokens, player tracking systems, cashless wagering systems, electronic betting systems, mobile gaming systems and associated equipment which are located at the Casino Components, owned or leased by Operating Company or Mortgage Borrower and used or useable exclusively in the present or future operation of slot machines and live games at the Casino Component, together with all improvements and/or additions thereto.

  • School equipment means a durable school-owned machine, equipment, or tool used by a student as part of an activity, course, or program in a secondary school and includes a saw or 3D printer. “School equipment” includes a saw or 3D printer.

  • Service Equipment means any equipment, Software, systems, cabling and facilities provided by or on behalf of Verizon and used to facilitate provision of the Services at a Customer Site. Ownership of the Service Equipment does not pass to Customer. Service Equipment does not include Verizon Facilities.

  • Movable equipment means a hand-held or non-hand-held machine or device, powered or unpowered, that is used to do work and is moved within or between work sites.