Assumed Accrued Liabilities definition

Assumed Accrued Liabilities means current liabilities of SemStream (excluding Retained Accrued Trade Payables) included in the definition of Assumed Liabilities in an amount not in excess of $3,000,000 in the aggregate.
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Assumed Accrued Liabilities shall have the meaning set forth in Section 2.2(c).
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Assumed Accrued Liabilities means Liability accruals Related to the Business for (i) employee payroll with respect to salaries, wages, benefits costs, accrued bonus and short term deferred compensation, (ii) employee vacation and holiday pay, (iii) employee sales commissions, (iv) energy and utilities and (v) Assumed Other Miscellaneous Accruals, in each case, (1) arising in the Ordinary Course and incurred from and after the Petition Date and (2) either (x) to the extent specifically taken into account in Final Net Working Capital, as finally determined pursuant to Section 2.7, or (y) first arising after the Reference Time.
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Examples of Assumed Accrued Liabilities in a sentence

  • The parties also acknowledge and agree that accounting staff previously employed by Seller shall assist Seller, at no cost to Seller, in determining the Closing Date Qualified Accounts Receivable and the Assumed Accrued Liabilities on behalf of Seller even though such employees may be employed by Purchaser after the Closing.

  • The Closing Date Qualified Accounts Receivable and the Assumed Accrued Liabilities amount shall be prepared in accordance with generally accepted accounting principles consistently applied.

  • If reasonably requested by Seller, Purchaser will provide Seller with access to the records of the Business in order to determine the Closing Date Qualified Accounts Receivable and the Assumed Accrued Liabilities.

  • Seller covenants and agrees to pay the Pre-Closing Debt, the Pre-Closing Checks, the Assumed Accrued Liabilities and the Pre-Closing Payables in accordance with their terms and consistent with the Company’s past practice.

  • The Purchase Price is premised on (x) the aggregate Closing Date Qualified Accounts Receivable of Seller being not less than $3,000,000 on the Closing Date, (y) the aggregate Assumed Accrued Liabilities being $2,100,000, and (z) the aggregate Inventory Value being not less than $33,000,000 on the Closing Date.

  • As a result, Rising’s claim for overpayment of Net Profits identified in the May 2020 Audit Package (which included transactions from April 1, 2016 through April 19, 2019) was updated to (1) exclude the liabilities assumed by Shore Suven under the Amended and Restated Asset Purchase Agreement (“APA”) (i.e., all transactions after the Closing Date of April 19, 2019; and (2) include the purchase price reduction for the Assumed Accrued Liabilities related to the Sigmapharm products.

  • The Purchase Price shall be $12,571,000, subject to the Net Asset Adjustment, less the amount of the Assumed Payables and the Assumed Accrued Liabilities.

  • Two third party vendor software programs are utilized to capture and group claims into these episodes of care.

  • The purchase price for the Assets -------------- will be (i) Twelve Million Five Hundred Seventy One Thousand Dollars ($12,571,000), subject to the Net Asset Adjustment (as hereinafter defined) less ---- (ii) Assumed Payables and Assumed Accrued Liabilities (as hereinafter defined) (in the aggregate, the "Purchase Price").


More Definitions of Assumed Accrued Liabilities

Assumed Accrued Liabilities is defined in Section 2.1.3(c).
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Assumed Accrued Liabilities set forth in Exhibit A to the Purchase Agreement is hereby amended and restated in its entirety as follows:
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Related to Assumed Accrued Liabilities

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

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

  • 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;

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

  • MREL Eligible Liabilities means “eligible liabilities” (or any equivalent or successor term) which are available to meet any MREL Requirement (however called or defined by then Applicable MREL Regulations) of the Issuer under Applicable MREL Regulations;

  • Assumed Obligations has the meaning specified in Section 2.2.

  • Eligible Liabilities and “Special Deposits” have the meanings given to them from time to time under or pursuant to the Bank of England Act 1998 or (as may be appropriate) by the Bank of England;

  • Current Liabilities are all obligations and liabilities of Borrower to Bank, plus, without duplication, the aggregate amount of Borrower’s Total Liabilities that mature within one (1) year.