TWX Retained Assets definition

TWX Retained Assets means the Assets to be retained by TWX, as listed in Schedule II.
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TWX Retained Assets means the Assets to be retained by TWX in the Funding Agreement between TWX and AOL LLC relating to the TWX Retained Liabilities.
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Examples of TWX Retained Assets in a sentence

  • AOL LLC will retain as TWX Retained Assets the agreements entered into by AOL LLC with Covered Employees with respect to the obligation of such Covered Employees to repay amounts advanced on their behalf if indemnification is not approved by the AOL LLC Board of Managers.

  • Interpretation 35 Schedule I - Internal Transactions Schedule II - TWX Retained Assets Schedule III - TWX Retained Liabilities Schedule IV - Payables Transactions SEPARATION AND DISTRIBUTION AGREEMENT dated as of November 16, 2009, by and between TIME WARNER INC., a Delaware corporation (“TWX”), and AOL INC., a Delaware corporation (“AOL”).

  • Interpretation 36 Schedule I - Internal Transactions Schedule II - TWX Retained Assets Schedule III - TWX Retained Liabilities Schedule IV - Payables Transactions SEPARATION AND DISTRIBUTION AGREEMENT dated as of , 2009, by and between TIME WARNER INC., a Delaware corporation (“TWX”), and AOL INC., a Delaware corporation (“AOL”).

  • Interpretation 35 Schedule I - Internal Transactions Schedule II - TWX Retained Assets Schedule III - TWX Retained Liabilities Schedule IV - Payables Transactions SEPARATION AND DISTRIBUTION AGREEMENT dated as of , 2009, by and between TIME WARNER INC., a Delaware corporation (“TWX”), and AOL INC., a Delaware corporation (“AOL”).

  • Interpretation 34 Schedule I - Internal Transactions Schedule II - TWX Retained Assets Schedule III - Payables Transactions SEPARATION AND DISTRIBUTION AGREEMENT dated as of , 2009, by and between TIME WARNER INC., a Delaware corporation (“TWX”), and AOL INC., a Delaware corporation (“AOL”).

Related to TWX Retained Assets

  • Retained Assets has the meaning set forth in Section 2.2.

  • Retained asset account means any mechanism whereby the settlement of proceeds payable under a policy or contract is accomplished by the insurer or an entity acting on behalf of the insurer depositing the proceeds into an account with check or draft writing privileges, where those proceeds are retained by the insurer or its agent, pursuant to a supplementary contract not involving annuity benefits other than death benefits.

  • Transferred Liabilities has the meaning set forth in Section 2.02(a).

  • Transferred Assets has the meaning set forth in Section 2.1.

  • Retained Liabilities has the meaning set forth in Section 2.4.

  • Excluded Assets has the meaning set forth in Section 2.2.

  • Included Assets has the meaning in Section 5.1(d)(ii)(A).

  • Retained Asset Sale Proceeds means that portion of Net Proceeds of a Prepayment Event pursuant to clause (a) of such definition not required to be applied to prepay the Loans pursuant to Section 2.11(c) due to the Disposition/Debt Percentage being less than 100%.

  • Transferred Asset means each asset, including any Loan Asset and Substitute Loan Asset (including, if any, the Participation thereof), Conveyed by the Seller to the Purchaser hereunder, including with respect to each such asset, all Related Property; provided that the foregoing will exclude the Retained Interest and the Excluded Amounts.

  • Retained Business means any business now, previously or hereafter conducted by Seller or any of its Subsidiaries or Affiliates other than the Business.

  • Excluded Liabilities has the meaning set forth in Section 2.4.

  • Acquired Assets has the meaning set forth in Section 2.1.

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

  • SpinCo Assets shall have the meaning set forth in Section 2.2(a).

  • Assigned Assets refers to the Technology, all Derivatives, all Intellectual Property Rights, all Embodiments and Business Assets, collectively.

  • Purchased Assets has the meaning set forth in Section 2.1.

  • Assumed Liabilities has the meaning set forth in Section 2.3.

  • Company Real Property means the Company Owned Real Property and the Company Leased Real Property.

  • Retained Businesses means all businesses now, previously or hereafter conducted by Parent, the Sellers or any of their Subsidiaries or Affiliates, other than the Business.

  • Retained Group means the Seller, its subsidiaries and subsidiary undertakings from time to time, any holding company of the Seller and all other subsidiaries or subsidiary undertakings of any such holding company (except members of the Group);

  • Transferred Business has the meaning ascribed to such term in the Separation Agreement.

  • Retained Environmental Liabilities means all Environmental Liabilities of Seller or its Affiliates arising out of or relating to operations or activities that are not primarily related to the Business, whether arising or related to the period before or after Closing.

  • Retained Contracts means all contracts, agreements, leases, software licenses, rights, obligations or other commitments of the Company that (a) arise out of or are related exclusively to any business or operation of the Company other than the Business, or (b) arise out of or are related in any way to the Business and which, in the case of both clauses (a) and (b) herein, are not Transferred Contracts.

  • Leased Assets shall have the meaning ascribed thereto in Section 3.6.

  • Pre-Closing Environmental Liabilities means (i) any violation of Environmental Law arising in connection with the ownership or operation of the Properties prior to the Effective Time, (ii) any Release of Hazardous Substances onto or from the Properties prior to the Effective Time or relating to or arising from any activities conducted on such properties or from operation of such assets prior to the Effective Time and (iii) any claim, action, cause of action, inquiry, investigation, remediation, removal or restoration with respect to the matters set forth in subsection (i) or (ii) above