Examples of Accounts Payable Amount in a sentence
In addition, Green Plains argues that if Accounts Payable Amount is zero by definition, than Sections 2.03(c) and 2.06 of the APA would be rendered unnecessary and meaningless.Green Plains also contends that the last sentence of Schedule I to the Assignment of Contracts was not properly incorporated by reference into the APA under Delaware law.
DILFA Section 12 provides in relevant part that EHC would only be liable for the service contracts that described on Schedule IX, which were defined as the “Accepted Service Contracts.”DILFA Schedule IX provides the list of Accepted Service Contracts.that Accounts Payable Amount does not equal zero by definition.
APA §§ 1.01 (Accounts Payable Amount), 2.02(c), 2.03, 8.05.Viewing the plain language, the Court finds the APA is ambiguous as to whether EHC assumed liabilities because the APA is reasonably susceptible of different interpretations.The Court also finds that the definition of Accounts Payable Amount is ambiguous.
Further, EHC claims that because EHC never assumed any liabilities, the Accounts Payable Amount was by definition zero, so there can be no Shortfall Amount owed to Green Plains.EHC also asserts that the only way EHC could have assumed liabilities is if EHC had operated the Buffalo Lake and Pioneer Trail plants after the DILFA closing and prior to the APA closing.
If EHC did not assume any liabilities under the APA, EHC’s interpretation of Accounts Payable Amount equaling zero is reasonable.