Assets and Liabilities definition

Assets and Liabilities means the assets and liabilities of the former trustees in relation to the trust; and
Assets and Liabilities has the meaning given in Part 5 of Schedule 5.
Assets and Liabilities means all records, assets and liabilities of the Seller immediately prior to the execution of the Deed of Demerger including: (i) liabilities of the Seller arising, accruing or incurred after Completion to the extent they relate to and/or arise from the Business; (ii) the Subsidiary Shares;

Examples of Assets and Liabilities in a sentence

  • Customer represents and warrants that in determining Customer’s Net Worth, Gross Income, Total Assets and Liabilities were carefully calculated.

  • The Trader represents and warrants that in determining the Trader’s Net Worth, Assets and Liabilities were carefully calculated then Liabilities were subtracted from Assets to determine the value that the Trader has included in the financial information as Net Worth.

  • Client represents and warrants that in determining Client’s Net Worth, Gross Income, Total Assets and Liabilities were carefully calculated, Client represents and warrants that in determining the value of Total Assets, the Client included cash and / or cash equivalents, Government and Marketable securities, real estate owned (excluding primary residence), the cash value of life insurance and other valuable assets.

  • Upon the terms, and subject to the conditions, set forth herein and in the Transferred Assets and Liabilities Assignment and Assumption Agreement, Buyer agrees, effective as of the Closing, to assume and to satisfy and discharge when due, other than any Excluded Liabilities, the Liabilities of Seller and its Affiliates (other than the Acquired Companies), to the extent arising under or as a result of the Transferred Contracts following the Closing (collectively, the “Assumed Liabilities”).

  • The Client represents and warrants that in determining the Client’s Net Worth, Assets and Liabilities were carefully calculated then Liabilities were subtracted from Assets to determine the value that the Client has included in the financial information as Net Worth.

  • The transfer of Assets and Liabilities back to the City may, at the sole option of the City, be accompanied by transfer of all membership interests in XX-Xxxxxxxx to the City.

  • The Assets and Liabilities transferred to or assumed by Tenant under this Lease, along with all other XX-Xxxxxxxx assets and liabilities, shall be transferred to the City after then Net Asset Valuation of XX-Xxxxxxxx has been mutually determined according to Exhibit F.

  • Coinv shall not carry out any activity or transaction or perform any act, other than those strictly necessary to and aimed at, the holding and progressive and prompt divestment of the Other Assets and Liabilities and the holding, management and following divestment of the CF Stake.

  • Newco shall be incorporated in the context of the Demerger, being the beneficiary of the CF Other Assets and Liabilities.

  • See section titled “Regulatory Assets and Liabilities Under Prior Agreements”.


More Definitions of Assets and Liabilities

Assets and Liabilities. The New Subsidiaries will be transferred all assets used primarily in the DSI business, other than certain enumerated excluded assets, and will assume certain enumerated liabilities relating primarily to the DSI business. Adjustments: There will be a two-way post-closing adjustment to the purchase price, based on the difference between the net working capital at closing and projected levels of working capital; provided that no adjustment will be made if the difference is less than $500,000. Danka management believes that little or no adjustment will be made. There will be a purchase price credit (estimated to be $8 million) for the receivable due to the Business from Kodak. Danka will retain this receivable and, if and when payment is received such payment will be treated as sale proceeds for purposes of determining distributions to the banks.
Assets and Liabilities. The assets of Equity including but not limited to cash, securities, loans receivable and accounts receivables and liabilities, including but not limited to accounts payable, and principal and interest of loans outstanding as listed on the financial statements of Equity dated March 31, 1999.
Assets and Liabilities. The LLC has no assets other than its interest in the LP, and the LLC has no liabilities other than liabilities arising out of its status as the general partner of the LP and administrative expenses aggregating less than Two Hundred Fifty Thousand Dollars ($250,000).
Assets and Liabilities means all records, assets and liabilities (including any liability of the Seller in respect of the litigation captioned Singh v. Schikan, et al., No. 14-cv-05450-NRB, in the U.S. District Court for the Southern District of New York) of the Seller as at Closing including: (i) liabilities of the Seller arising, accruing or incurred after Closing to the extent they relate to and/or arise from the Business (including any liability of the Seller in respect of the litigation captioned Singh v. Schikan, et al., No. 14-cv-05450-NRB, in the U.S. District Court for the Southern District of New York); (ii) the Subsidiary Shares; (iii) any TLCF and Actual Tax Liabilities; (iv) the Prosensa Intellectual Property Rights; (v) any properties owned by the Seller; (vi) the benefits and liabilities under the Insurance Policies; (vii) the Accounts Receivable and Accounts Payable; (viii) the Claims Receivable and Claims Payable; (ix) the benefit of any Tax rulings; (ix) the Contracts, and (x) all other assets and liabilities of the Seller (including inter-company receivables of the Seller from any member of its Group and inter-company payables of Seller to any other member of Seller's Group), other than (a) any Seller Excess Cash (until payment thereof to the Buyer in accordance with this Agreement), and (b) any records that must remain with the Seller under statutory (including Tax) obligations.
Assets and Liabilities the assigned assets and the assumed liabilities arising out of the Businesses as listed by category in Schedule 1.01.07, as well as any other asset Related to the Businesses (other than the Excluded Assets and the Excluded Liabilities). 1.01.08 "Best Knowledge" "Knowledge" or "To Know" : if referred to the Vendors in the context of their representations and warranties contained in Article 7 of this Agreement, shall be construed to include any fact which any of the following individuals knew or, by virtue of their respective positions or responsibilities consistent with their past practices, should have known : (i) Xxxxxxx Xxxxx-PCS Sourcing mgr., Xxxxxx Xxxxxxx-US Sales & Marketing Director, Xxxx Xxxxxx-Xxxxxxxxxxx PCS Plant mgr., Xxxxx Xxxxxxx-Silver Halide R&D mgr, Xxxxxxx Xxxxxxxx-South Europe and MOW Sales & Mktg mgr. ,Xxx Xxxxxx-Europe Sales & Mktg mgr, Xxxxxxxx Xxxxx-PCS General mgr., Xxx Gote-Director Legal Europe, Xxxxxxx Xxxxxxx-Legal Italy mgr., Enrico Luerti- European Controller,-Xxx Foyer-Finance & Administration Director, Xxxx Mol- Xxxxxxxxxxx sourcing mgr., Xxxxxxx Xxxxx-H.K. managing Director for the purposes of Sections 7.01.02(ii), 7.01.12(a)(i), (iii), (iv), (v) and (vi) of this Agreement; (ii)
Assets and Liabilities means assets and liabilities in and outside Sri Lanka, and includes movable and immovable property ;

Related to Assets and Liabilities

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

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

  • SpinCo Liabilities shall have the meaning set forth in Section 2.3(a).

  • Environmental Costs and Liabilities means any and all losses, liabilities, obligations, damages, fines, penalties, judgments, actions, claims, costs and expenses (including, without limitation, fees, disbursements and expenses of legal counsel, experts, engineers and consultants and the costs of investigation and feasibility studies and remedial activities) arising from or under any Environmental Law or order or contract with any Governmental Authority or any other Person.

  • Expenses and Liabilities has the meaning assigned to such term in ‎Section 5.4(a).

  • Liabilities means any and all debts, liabilities and obligations, whether accrued or fixed, absolute or contingent, matured or unmatured or determined or determinable, including, without limitation, those arising under any Law, Action or Governmental Order and those arising under any contract, agreement, arrangement, commitment or undertaking.

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

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

  • Covered Liabilities as defined in Subsection 11.21.

  • Intra-Group Liabilities means the Liabilities owed by any member of the Group to any of the Intra-Group Lenders.

  • related liabilities means liabilities incurred or assumed for the purpose of financing the acquisition or ownership of financial assets and liabilities that are secured by financial assets;

  • Parent Liabilities shall have the meaning set forth in Section 2.3(b).

  • Consolidated Liabilities means the sum of (i) all liabilities that, in accordance with GAAP, should be classified as liabilities on a consolidated balance sheet of Borrower and its Consolidated Subsidiaries and the Guarantors, and (ii) to the extent not included in clause (i) of this definition, all Redeemable Preferred Stock.

  • Employee Liabilities means all claims, actions, proceedings, orders, demands, complaints, investigations (save for any claims for personal injury which are covered by insurance) and any award, compensation, damages, tribunal awards, fine, loss, order, penalty, disbursement, payment made by way of settlement and costs, expenses and legal costs reasonably incurred in connection with a claim or investigation including in relation to the following: redundancy payments including contractual or enhanced redundancy costs, termination costs and notice payments; unfair, wrongful or constructive dismissal compensation; compensation for discrimination on grounds of sex, race, disability, age, religion or belief, gender reassignment, marriage or civil partnership, pregnancy and maternity or sexual orientation or claims for equal pay; compensation for less favourable treatment of part-time workers or fixed term employees; outstanding debts and unlawful deduction of wages including any PAYE and National Insurance Contributions in relation to payments made by the Customer or the Replacement Supplier to a Transferring Supplier Employee which would have been payable by the Supplier or the Sub-Contractor if such payment should have been made prior to the Service Transfer Date; claims whether in tort, contract or statute or otherwise; any investigation by the Equality and Human Rights Commission or other enforcement, regulatory or supervisory body and of implementing any requirements which may arise from such investigation;

  • BRRD Liability means a liability in respect of which the relevant Write Down and Conversion Powers in the applicable Bail-in Legislation may be exercised.

  • Stated Liabilities means the recorded liabilities (including contingent liabilities that would be recorded in accordance with GAAP) of the Borrower and its Subsidiaries taken as a whole, as of the date hereof after giving effect to the consummation of the Transactions, determined in accordance with GAAP consistently applied.

  • Assumed Servicing Liability means any Liabilities with respect to any Serviced Appointments (or Serviced Corporate Trust Contracts) that arise out of or relate to facts, circumstances, actions, omissions and/or events occurring from and after the Closing and prior to the applicable Succession Time for such Serviced Appointment; provided that Assumed Servicing Liability shall not include any Liabilities that arise out of or relate to facts, circumstances, actions, omissions and/or events with respect to any Retained Duties or any matters for which Seller or any of its Affiliates is responsible pursuant to Section 3.9.

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

  • Related Liability with respect to any Asset means any liability existing and reflected on the Accounting Records of the Failed Bank as of Bank Closing for (i) indebtedness secured by mortgages, deeds of trust, chattel mortgages, security interests or other liens on or affecting such Asset, (ii) ad valorem taxes applicable to such Asset, and (iii) any other obligation determined by the Receiver to be directly related to such Asset.

  • Product Liabilities means any Liability arising out of, relating to or resulting from actual or alleged harm, injury, damage or death to persons in connection with the use of any product (including in any clinical trial or study);

  • 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;

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

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

  • Transferred Subsidiaries shall have the meaning set forth in the Recitals.

  • 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 or leased by such Person, including without limitation cash, cash equivalents, Investment Assets, accounts and notes receivable, chattel paper, documents, instruments, general intangibles, real estate, equipment, inventory, goods and Intellectual Property.

  • Excluded Liability means any liability that is excluded under the Bail-In Legislation from the scope of any Bail-In Action including, without limitation, any liability excluded pursuant to Article 44 of the Bank Recovery and Resolution Directive.