Excluded Assets definition: Copy, customize, and use instantly
Introduction
The term "Excluded Assets" refers to specific assets that are explicitly excluded from a transaction, agreement, or security interest. These assets are identified to remain outside the scope of the agreement, ensuring clarity regarding the rights and obligations of the parties. Excluded assets are often defined in the context of mergers, acquisitions, secured transactions, or other contractual arrangements.
Below are various examples of how "Excluded Assets" can be defined in different contexts. Copy the one that fits your needs, customize it, and use it in your contract.
Definition of "Excluded Assets" in merger and acquisition agreements
This definition ties "Excluded Assets" to retained property.
"Excluded Assets" means any assets, properties, or rights specifically identified in Schedule [INSERT] that are retained by the seller and not transferred to the buyer as part of the transaction.
Definition of "Excluded Assets" in secured loan agreements
This definition connects "Excluded Assets" to collateral exclusions.
"Excluded Assets" refers to any assets not subject to the security interest granted under this agreement, including but not limited to [INSERT SPECIFIC ASSETS], as outlined in Schedule [INSERT].
Definition of "Excluded Assets" in intellectual property agreements
This definition links "Excluded Assets" to retained IP rights.
"Excluded Assets" includes any intellectual property rights, proprietary information, or licenses retained by the licensor or expressly excluded from the scope of this agreement.
Definition of "Excluded Assets" in lease agreements
This definition applies "Excluded Assets" to non-leased items.
"Excluded Assets" means any property, equipment, or fixtures located on the premises but not included in the leased property or subject to this lease agreement.
Definition of "Excluded Assets" in asset purchase agreements
This definition ties "Excluded Assets" to seller-retained property.
"Excluded Assets" means any assets, rights, or properties explicitly excluded from the sale, including but not limited to cash, accounts receivable, and certain intellectual property, as detailed in Schedule [INSERT].
Definition of "Excluded Assets" in restructuring agreements
This definition connects "Excluded Assets" to non-transferred assets.
"Excluded Assets" refers to assets that are not subject to transfer or restructuring under this agreement, including [INSERT SPECIFIC ASSETS], as outlined in the applicable schedule.
Definition of "Excluded Assets" in intellectual property licenses
This definition links "Excluded Assets" to non-licensed rights.
"Excluded Assets" includes intellectual property, trade secrets, or other proprietary information not granted or licensed under the terms of this agreement.
Definition of "Excluded Assets" in loan agreements
This definition ties "Excluded Assets" to non-collateralized property.
"Excluded Assets" refers to any property or assets that are expressly excluded from the collateral securing this loan, as detailed in Schedule [INSERT].
Definition of "Excluded Assets" in franchise agreements
This definition connects "Excluded Assets" to non-transferred franchise rights.
"Excluded Assets" means any assets or rights retained by the franchisor, including trademarks, proprietary systems, and intellectual property not included in this agreement.
Definition of "Excluded Assets" in joint venture agreements
This definition links "Excluded Assets" to non-contributed property.
"Excluded Assets" includes assets owned by the parties to the joint venture but not contributed to the joint venture entity, as identified in the attached schedule.
Definition of "Excluded Assets" in real estate purchase agreements
This definition ties "Excluded Assets" to non-conveyed property.
"Excluded Assets" means any fixtures, equipment, or other property explicitly excluded from the real estate transaction, as specified in Schedule [INSERT].
Definition of "Excluded Assets" in energy supply agreements
This definition connects "Excluded Assets" to retained infrastructure.
"Excluded Assets" refers to facilities, equipment, or other assets used in energy production or supply but explicitly excluded from the scope of this agreement.
Definition of "Excluded Assets" in bankruptcy agreements
This definition links "Excluded Assets" to exempt property.
"Excluded Assets" includes any property or assets exempted from the debtor’s estate under applicable bankruptcy laws or explicitly excluded in this agreement.
Definition of "Excluded Assets" in construction contracts
This definition ties "Excluded Assets" to non-included equipment.
"Excluded Assets" refers to any tools, equipment, or materials owned by the contractor but not included as part of the construction project, as outlined in this agreement.
Definition of "Excluded Assets" in distribution agreements
This definition connects "Excluded Assets" to retained products.
"Excluded Assets" means any products, inventory, or intellectual property rights not included in the distribution rights granted under this agreement.
Definition of "Excluded Assets" in technology transfer agreements
This definition links "Excluded Assets" to non-transferred IP.
"Excluded Assets" includes any intellectual property, software, or know-how not explicitly transferred or licensed under this agreement, as specified in Schedule [INSERT].
Definition of "Excluded Assets" in equipment lease agreements
This definition ties "Excluded Assets" to non-leased items.
"Excluded Assets" refers to any equipment, tools, or machinery owned by the lessor but not included in the scope of this lease, as detailed in this agreement.
Definition of "Excluded Assets" in partnership agreements
This definition connects "Excluded Assets" to non-contributed partner property.
"Excluded Assets" means any property or rights retained by a partner and not contributed to the partnership, as identified in the partnership agreement.
Definition of "Excluded Assets" in renewable energy agreements
This definition links "Excluded Assets" to non-included energy facilities.
"Excluded Assets" includes facilities, infrastructure, or equipment explicitly excluded from the renewable energy project or transaction, as specified in Schedule [INSERT].
Definition of "Excluded Assets" in secured transactions
This definition ties "Excluded Assets" to non-pledged collateral.
"Excluded Assets" refers to assets expressly excluded from the security interest created by this agreement, including but not limited to [INSERT ASSET CATEGORIES].
Definition of "Excluded Assets" in nonprofit agreements
This definition connects "Excluded Assets" to retained nonprofit property.
"Excluded Assets" means any property, rights, or funds retained by the nonprofit organization and not included in the scope of this agreement.
Definition of "Excluded Assets" in financial institution agreements
This definition links "Excluded Assets" to excluded financial instruments.
"Excluded Assets" refers to any financial instruments, accounts, or property explicitly excluded from the obligations or rights granted under this agreement.
Definition of "Excluded Assets" in telecom agreements
This definition ties "Excluded Assets" to excluded network infrastructure.
"Excluded Assets" includes any network infrastructure, equipment, or intellectual property retained by the provider and not included in the scope of this agreement.
Definition of "Excluded Assets" in licensing agreements
This definition connects "Excluded Assets" to retained rights.
"Excluded Assets" refers to intellectual property rights or proprietary technologies explicitly retained by the licensor and excluded from the licensing grant under this agreement.
Definition of "Excluded Assets" in asset-backed securitization agreements
This definition ties "Excluded Assets" to non-securitized items.
"Excluded Assets" means any assets, receivables, or properties expressly excluded from the pool of securitized assets under this agreement, as outlined in Schedule [INSERT].
Definition of "Excluded Assets" in franchise sale agreements
This definition connects "Excluded Assets" to franchisor-retained property.
"Excluded Assets" refers to any trademarks, trade secrets, or intellectual property rights retained by the franchisor and not transferred to the franchisee under this agreement.
Definition of "Excluded Assets" in joint venture funding agreements
This definition links "Excluded Assets" to non-contributed funding sources.
"Excluded Assets" includes any financial resources, intellectual property, or physical assets not contributed to the joint venture but retained by the contributing parties.
Definition of "Excluded Assets" in cross-border transactions
This definition ties "Excluded Assets" to restricted or retained property.
"Excluded Assets" refers to any assets excluded from transfer due to regulatory restrictions or specific provisions outlined in this cross-border transaction agreement.
Definition of "Excluded Assets" in corporate restructuring agreements
This definition connects "Excluded Assets" to un-transferred liabilities or properties.
"Excluded Assets" means any assets retained by the debtor or excluded from the restructuring process, as specified in Schedule [INSERT].
Definition of "Excluded Assets" in renewable energy project financing
This definition links "Excluded Assets" to non-financed energy components.
"Excluded Assets" includes any infrastructure, land rights, or equipment not financed under this renewable energy project financing agreement.
Definition of "Excluded Assets" in shareholder agreements
This definition ties "Excluded Assets" to shareholder-retained property.
"Excluded Assets" refers to any shares, rights, or other assets retained by shareholders and excluded from the agreement’s scope of transfer or ownership.
Definition of "Excluded Assets" in data licensing agreements
This definition connects "Excluded Assets" to non-licensed data.
"Excluded Assets" means datasets, proprietary algorithms, or trade secrets explicitly excluded from the scope of this data licensing agreement.
Definition of "Excluded Assets" in intellectual property sale agreements
This definition links "Excluded Assets" to retained IP rights.
"Excluded Assets" includes patents, copyrights, or trademarks retained by the seller and excluded from the intellectual property being sold under this agreement.
Definition of "Excluded Assets" in equipment financing agreements
This definition ties "Excluded Assets" to non-financed items.
"Excluded Assets" refers to tools, equipment, or machinery not financed under this agreement and explicitly excluded from the collateral.
Definition of "Excluded Assets" in supply chain agreements
This definition connects "Excluded Assets" to supplier-retained inventory.
"Excluded Assets" means any inventory, intellectual property, or assets retained by the supplier and excluded from the terms of this supply chain agreement.
Definition of "Excluded Assets" in construction contracts
This definition links "Excluded Assets" to non-utilized resources.
"Excluded Assets" refers to materials, tools, or equipment that are not part of the construction deliverables or contract scope as outlined in this agreement.
Definition of "Excluded Assets" in bankruptcy filings
This definition ties "Excluded Assets" to exempt property.
"Excluded Assets" includes any property exempt from the debtor’s estate under bankruptcy laws or explicitly excluded from liquidation in the bankruptcy proceeding.
Definition of "Excluded Assets" in merger agreements
This definition connects "Excluded Assets" to pre-merger exclusions.
"Excluded Assets" refers to specific properties, contracts, or liabilities retained by the seller and excluded from the merger, as identified in the agreement’s schedules.
Definition of "Excluded Assets" in distribution agreements
This definition links "Excluded Assets" to unlicensed distribution rights.
"Excluded Assets" means any products, inventory, or intellectual property that are not included in the distribution rights granted under this agreement.
Definition of "Excluded Assets" in telecom infrastructure agreements
This definition ties "Excluded Assets" to untransferred infrastructure.
"Excluded Assets" includes network infrastructure, equipment, or intellectual property retained by the telecom operator and excluded from the scope of this agreement.
Definition of "Excluded Assets" in financing leases
This definition connects "Excluded Assets" to non-leased property.
"Excluded Assets" refers to any assets, equipment, or fixtures explicitly excluded from the leasing terms under this financing lease agreement.
Definition of "Excluded Assets" in licensing agreements
This definition links "Excluded Assets" to unlicensed rights.
"Excluded Assets" includes intellectual property rights, proprietary information, or other assets not licensed to the licensee under this agreement.
Definition of "Excluded Assets" in healthcare agreements
This definition ties "Excluded Assets" to retained medical equipment.
"Excluded Assets" means medical devices, facilities, or intellectual property retained by the provider and excluded from the scope of this healthcare agreement.
Definition of "Excluded Assets" in technology transfer agreements
This definition connects "Excluded Assets" to non-transferred technology.
"Excluded Assets" includes software, hardware, or proprietary technology explicitly retained by the licensor and not transferred under this agreement.
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