Specific Liabilities. The assets of the Trust held with respect to each Portfolio shall be charged with the liabilities of the Trust with respect to such Portfolio and all expenses, costs, charges and reserves attributable to such Portfolio. Class Expenses shall, in all cases, be allocated to the Class for which such Class Expenses were incurred.
Specific Liabilities. Any failure of Buyer to satisfy -------------------- or perform any of the Specific Liabilities.
Specific Liabilities. To Seller's actual knowledge, as -------------------- of the date of this Agreement, there are no payments, assessments, fees or charges owing, and no outstanding liabilities, obligations or commitments, in connection with any of the items identified on Exhibit ------- "Q" attached hereto and incorporated herein by this reference. Seller --- shall be deemed to have had actual knowledge of any such matter if a reasonably prudent manager of commercial property would have had knowledge of such matter regardless of whether Seller actually had such knowledge.
Specific Liabilities. Any Shareholder Losses that a Shareholder Indemnified Party may incur or suffer, which arise or result from the inclusion of the Intermediate Parent as a party to this Agreement; and
Specific Liabilities. Any failure or refusal of the Buyers to satisfy or perform any of the Specific Liabilities; provided, however, that Buyers shall have the right to negotiate the amount and terms of repayment of any accounts payable constituting Specific Liabilities and pay and discharge such accounts payable in accordance with the mutual agreement of Buyers and such payees.
Specific Liabilities. As regards the exhibition of the TGV 16 in Czech Republic and its forwarding :
a) The TGV 16 operated by SNCF Voyageurs will be under the exclusive custody of SZCZ during the following periods : − when the TGV is being forwarded by SZCZ from the Handover Point of forwarding by SZCZ to the Czech Republic, − when the TGV 16 is located in Czech Republic, − when the TGV is being forwarded back from the Czech Republic to the Handover Point.
b) Consequently, except in case of damage or material delay caused by a wilful misconduct or negligence of SNCFV or SNCFI, or damage attributable to an inherent defect of the TGV 16, SZCZ will bear the financial consequences of any damage or material delay caused during its custody of the TGV 16 : - to all third parties, including Ceske Drahy or CD Cargo, - to any of SZCZ furniture, equipment, merchandise and all asset belonging to SZCZ, - to SNCF Voyageurs or SNCFI, in particular for any material or immaterial loss suffered. SNCF Voyageurs will bear the financial consequences of damage of any kind caused to the TGV 16 outside the periods specified in point a).
Specific Liabilities. In addition to the liabilities assumed by the Purchaser under subsection (a), the Purchaser shall assume and pay (i) the personal property taxes for that portion of the current tax year prior to the Closing Date which are prorated to Sellers under section 5.17(a), and (ii) credits allowable to customers for deposits paid to Sellers for products ordered but not delivered prior to the Closing.
Specific Liabilities. On the Closing Date, the Target has no liability or debt to the Seller or any of its Affiliates except for the Intragroup Loans.
Specific Liabilities. On the date of Closing, Internet Now has or will have specific liabilities in the following categories of not more than:
(A) $65,000 of future obligations from the date of Closing through May 31, 2000 under that certain Sublease dated May 30, 1996 between Goodnet Incorporated, as sublessor, and Internet Now, as sublessee, for the property located at 000 Xxxxx Xxxx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxx; (B) $165,000 of future obligations from the date of Closing in capital equipment leases; and (C) $250,000 of Deferred Revenue Liabilities. For purposes of this subsection, "Deferred Revenue Liabilities" shall mean amounts prepaid to Internet Now by it's Customers for Internet services, such service which have not yet been delivered to said Customers at the time of Closing. These Amounts shall be calculated as follows: The amount paid by the Customer for prepaid service shall be divided by the number of full Customer Months of service remaining for such Customer at the Closing. For purposes of this subsection, a "Customer Month" shall be determined based on a particular Customer's next scheduled rebilling date. A "Customer" is as defined in Section 4 (bb). Thus, if a Customer is scheduled to be re-billed on the 3rd of a given month, the Customer Month, for this example Customer, shall be from the 3rd of a given month to the 2nd of the following month. For example, if on November 3, 1999 a Customer is scheduled to be re-billed $204 for one year's service and the merger Closing Date is November 20, 1998, the prepaid revenue liability for this example Customer shall be $187 (11/12 of $204 = $17, $17 x 11 full Customer Months remaining = $187).
Specific Liabilities. The assets of the Trust held -------------------- with respect to each Series shall be charged with the liabilities of the Trust with respect to such Series and all expenses, costs, charges and reserves attributable to such Series. Class Expenses shall, in all cases, be allocated to the Class for which such Class Expenses were incurred.
