Transferred Assets means the assets, rights and properties of the Sellers that the Purchasers shall acquire as of the Closing.
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.
Purchased Assets has the meaning set forth in Section 2.1.
Acquired Assets has the meaning set forth in Section 2.1.
Contributed Assets shall have the meaning as set forth in Section 2.2.
Transferred Property shall have the meaning specified in Section 2.1(a) hereof.
Included Assets has the meaning in Section 5.1(d)(ii)(A).
Transferred IP means the Intellectual Property Rights that are both (a) owned by the Seller or in the case of rights licensed in to Seller by a third party under a Licensed-In Transferred IP Agreement, all of the rights Seller has under such agreement, and (b) embodied in the Transferred Technology.
Transferred Liabilities has the meaning set forth in Section 2.02(a).
Purchased Asset means (i) with respect to any Transaction, the Eligible Asset sold by Seller to Buyer in such Transaction and (ii) with respect to the Transactions in general, all Eligible Assets sold by Seller to Buyer (other than Purchased Assets that have been repurchased by Seller).
Transferred Real Property means (a) the Transferred Owned Real Property and (b) the premises that is subject to the Transferred Real Property Leases.
Transferred Business has the meaning ascribed to such term in the Separation Agreement.
Transferred Intellectual Property means (a) all Owned Intellectual Property, (b) all Intellectual Property Licenses, and (c) all Technology owned by or licensed to Sellers that is exclusively used in connection with the conduct of the Business as currently conducted (the foregoing constituting the “Transferred Technology”).
Purchased Intellectual Property has the meaning set forth in Section 1.2(g).
Retained Assets has the meaning set forth in Section 2.2.
Transferred Shares means all or any portion of a Member’s Shares that the Member seeks to Transfer.
Transferred Equity means the equity interest in the Company which the WFOE has the right to request either of the Company Shareholders to transfer to it or its designated entity or individual in accordance with Article 3 hereof when the WFOE exercises its Equity Transfer Option, the quantity of which may be all or part of the Option Equity and the specific amount of which shall be determined by the WFOE at its sole discretion in accordance with the then-effective PRC Law and based on its commercial consideration.
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;
Excluded Assets has the meaning set forth in Section 2.02.
Assumed Liabilities has the meaning set forth in Section 2.3.
Gross Assets means the total of fixed assets and current assets;
Transferred Technology has the meaning set forth in Section 2.3(a).
Seller Intellectual Property means (a) all Intellectual Property Rights owned or licensed to Seller or its Affiliates prior to the Effective Date; (b) all Intellectual Property Rights in the Seller Parts, the Specifications, and the Base Vehicle; and (c) all other Intellectual Property Rights designed, developed, or otherwise created by Seller or its Affiliates after the Effective Date without reference to Buyer Intellectual Property excluding, in each case, any of the foregoing which are Buyer Intellectual Property.
Conveyed Assets shall have the meaning set forth in Section 2.01.
After-Acquired Intellectual Property has the meaning assigned to such term in Section 4.02(d).
the Business means the usual work and activities carried on by the Insured pertaining to his business as specified in the Schedule and no others.