Assumed AP has the meaning set forth in Section 3.05(a)(xxiii)(3).
Assumed AP shall have the meaning set forth in Section 1.3(b).
Assumed Liabilities has the meaning set forth in Section 2.3.
Assumed Obligations has the meaning specified in Section 2.2.
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.
Assumed Agreements shall have the meaning as set forth in Section 2.2.
Assumed Contracts has the meaning set forth in Section 2.1(d).
Transferred Contracts has the meaning ascribed to it in Section 2.1(c).
Assumed Contract has the meaning set forth in Section 2.1(b)(iv).
Assumed Leases has the meaning set forth in Section 2.6(b).
Transferred Assets means the assets, rights and properties of the Sellers that the Purchasers shall acquire as of the Closing.
Excluded Liabilities has the meaning set forth in Section 2.4.
Assigned Contracts has the meaning set forth in Section 2.01(c).
Purchased Assets has the meaning set forth in Section 2.1.
Purchased Contracts has the meaning set forth in Section 2.1.1(a).
SpinCo Liabilities shall have the meaning set forth in Section 2.3(a).
Acquired Assets has the meaning set forth in Section 2.1.
Transferred Asset means each asset, including any Loan Asset and Substitute Loan Asset (including, if any, the Participation thereof), Conveyed by the Seller to the Purchaser hereunder, including with respect to each such asset, all Related Property; provided that the foregoing will exclude the Retained Interest and the Excluded Amounts.
Transferred Liabilities has the meaning set forth in Section 2.02(a).
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.
Included Assets has the meaning in Section 5.1(d)(ii)(A).
Locational UCAP Seller means a Member that sells Locational UCAP.
Assigned Contract shall have the meaning set forth in Section 1.1(b).
Retained Liabilities has the meaning set forth in Section 2.4.
Seller Affiliate means any Affiliate of Seller.
Pre-Closing Straddle Period means the portion of the Straddle Period ending on the Closing Date.
Pre-Closing Environmental Liabilities means all environmental conditions at or arising from operations at the Owned Real Property at any time prior to the Closing Date, irrespective of the date of its discovery, including arising as a result of the presence or any Release of any Hazardous Substance on, at, under or migrating onto or from the Owned Real Property, including any environmental conditions on, at, under or migrating onto or from the Owned Real Property in Schedule 1.1(3).
Retained Contracts shall have the meaning set forth in Section 1.2(i).