Xerox Assets definition

Xerox Assets means (a) all Assets of the Xerox Group, (b) the Xerox Retained Assets, (c) any Assets held by a member of the Conduent Group that are determined by Xerox, in good faith prior to the Distribution, to be primarily related to or used primarily in connection with the business or operations of the Xerox Business (unless otherwise expressly provided in connection with this Agreement), (d) all interests in the capital stock of, or other equity interests in, the members of the Xerox Group (other than Xerox), (e) the rights related to the Xerox Portion of any Shared Contract and (f) the Corporate Assets. Notwithstanding the foregoing, the Xerox Assets shall not include (i) any Assets governed by the TMA, (ii) any Assets governed by the IPA, (iii) any Assets governed by the EMA, (iv) the Conduent Assets and (v) any Assets required by Conduent to perform its obligations under the TSA.
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Xerox Assets means (a) all Assets of the Xerox Group, (b) the Xerox Retained Assets, (c) any Assets held by a member of the Conduent Group that are determined by Xerox, in good faith prior to the Distribution, to be primarily related to or used primarily in connection with the business or operations of the Xerox Business (unless otherwise expressly provided in connection with this Agreement), (d) all interests in the capital stock of, or other equity interests in, the members of the Xerox Group (other than Xerox), (e) the rights related to the Xerox Portion of any Shared Contract and (f) the CorporateAssets. Notwithstanding the foregoing, the Xerox Assets shall not include (i) any Assets governed by the TMA, (ii) any Assets governed by the IPA, (iii) any Assets governed by the EMA, (iv) the Conduent Assets and (v) any Assets required by Conduent to perform its obligations under the TSA.
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Examples of Xerox Assets in a sentence

  • If an Action that constitutes only a Xerox Liability or involves only Xerox Assets is commenced after the Distribution naming a member of the Conduent Group as a party thereto, then Xerox shall use its reasonable best efforts to cause such member of the Conduent Group to be removed as a party to such Action and Conduent shall use reasonable best efforts to cooperate with Xerox’s effort.

Related to Xerox Assets

  • Business Assets means all tangible and intangible property and assets owned (either directly or indirectly), leased, licensed, loaned, operated or used, including all real property, fixed assets, facilities, equipment, inventories and accounts receivable, by the Corporation and the Subsidiaries in connection with the Business;

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

  • IP Assets means all Intellectual Property owned or used by or purported to be owned or used by the Group Companies.

  • Related Business Assets means assets (other than cash or Cash Equivalents) used or useful in a Similar Business; provided that any assets received by the Issuer or a Restricted Subsidiary in exchange for assets transferred by the Issuer or a Restricted Subsidiary shall not be deemed to be Related Business Assets if they consist of securities of a Person, unless upon receipt of the securities of such Person, such Person would become a Restricted Subsidiary.

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

  • Excluded Assets has the meaning set forth in Section 2.02.

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

  • Gross Assets means the total of fixed assets and current assets;

  • Combined Assets means the sum of Fund Assets and Other Assets; and

  • Sale Assets is defined in Section 5.2(a)(ii).

  • Portfolio Assets means all Loan Assets owned by the Borrower, together with all proceeds thereof and other assets or property related thereto, including all right, title and interest of the Borrower in and to:

  • Acquisition Assets With respect to an Acquisition, the aggregate net assets as of the effective date of such Acquisition of all Acquired Funds.

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

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

  • Contributed Assets shall have the meaning as set forth in Section 2.2.

  • Program Assets means any assets, goods or property (real, tangible or intangible) purchased or financed in whole or in part (directly or indirectly) by MCC Funding.

  • Assets and Properties of any Person means all assets and properties of every kind, nature, character and description (whether real, personal or mixed, whether tangible or intangible, whether absolute, accrued, contingent, fixed or otherwise and wherever situated), including the goodwill related thereto, operated, owned, licensed or leased by such Person, including cash, cash equivalents, Investment Assets, accounts and notes receivable, chattel paper, documents, instruments, general intangibles, real estate, equipment, inventory, goods and Intellectual Property.

  • Midstream Assets means (i) assets used primarily for gathering, transmission, storage, processing or treatment of natural gas, natural gas liquids or other hydrocarbons or carbon dioxide and (ii) equity interests of any Person that has no substantial assets other than assets referred to in clause (i).

  • Company IT Assets means any and all computers, computer software, source code, firmware, middleware, servers, workstations, routers, hubs, switches, data communications lines and all other information technology systems and equipment, and all associated documentation owned by the Company or any of its Subsidiaries or licensed or leased to the Company or any of its Subsidiaries (excluding any public networks).

  • Parent Assets means all Assets of either Party or the members of its Group as of the Effective Time, other than the SpinCo Assets, it being understood that, notwithstanding anything herein to the contrary, the Parent Assets shall include:

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

  • Fixed Assets means Equipment and Real Estate.

  • IT Assets means computers, software, servers, networks, workstations, routers, hubs, circuits, switches, data communications lines, and all other information technology equipment, and all associated documentation.

  • Company Intellectual Property Assets means all Intellectual Property Assets owned by the Company or used or held for use by the Company in the Business and all Products.

  • Operating Assets means all merchandise inventories, furniture, fixtures and equipment (including all transportation and warehousing equipment but excluding office equipment and data processing equipment) owned or leased pursuant to Capital Leases by the Company or a Restricted Subsidiary.

  • Trust business means the business of acting as trustee, executor or administrator;