Assumed Intercompany Payables definition

Assumed Intercompany Payables means the bona fide intercompany trade payables due and owing from any Conveyed Company or any Asset Selling Entity, on the one hand, to Seller or any of its Subsidiaries (including another Conveyed Company or any Asset Selling Entity), on the other hand, for goods and services bought and sold in the ordinary course of the Business consistent with past practice; provided, that, in no event shall “Assumed Intercompany Payables” include any amounts (i) that have been outstanding more than sixty (60) days or (ii) owing exclusively from Seller or an Affiliate of Seller that is not a Conveyed Company (together with the Seller, each a “Seller Non-Conveyed Entity”) exclusively to another Seller Non-Conveyed Entity.
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Assumed Intercompany Payables means the intercompany payables due and owing among Transferred Subsidiaries and Asset Selling Entities and any of their respective Affiliates for goods and services bought and sold in the ordinary course of the Devices & Services Business.
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Assumed Intercompany Payables means the trade payables incurred in the ordinary course of business due and payable by the Business to Seller and its Affiliates, but only to the extent included in the calculation of Final Closing Working Capital.
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More Definitions of Assumed Intercompany Payables

Assumed Intercompany Payables means the intercompany payables due and owing among Selling Subsidiary 1, Selling Subsidiary 2 and any of their Affiliates for goods and services bought and sold in the ordinary course of the Purchased Assets Business to the extent reflected on Schedule A.
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Assumed Intercompany Payables means the payables of the Company to any Target Company as of the Closing, excluding the Specified UK Intercompany Payables and the Specified Swiss Intercompany Payables.
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Assumed Intercompany Payables means the trade payables due and payable by the Business to Seller and its Affiliates.
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Assumed Intercompany Payables means the bona fide intercompany trade payables due and owing from any Purchased Entity, on the one hand, to Seller or any of its Subsidiaries (other than another Purchased Entity), on the other hand, pursuant to, and in accordance with, the Retained Contracts Agreement.
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Related to Assumed Intercompany Payables

  • Intercompany Payables means all account, note or loan payables and all advances (cash or otherwise) or any other Extensions of Credit that are payable by Parent or any of its Subsidiaries (other than the Bank or its Subsidiaries) to the Bank or its Subsidiaries.

  • Intercompany Debt has the meaning specified in Section 7.02.

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

  • Intercompany Receivables means all account, note or loan payables and all advances (cash or otherwise) or any other Extensions of Credit that are receivable by Parent or any of its Subsidiaries (other than the Bank or its Subsidiaries) from the Bank or its Subsidiaries.

  • Assumed Indebtedness means Indebtedness of a Person which is (a) in existence at the time such Person becomes a Restricted Subsidiary of the Borrower or (b) is assumed in connection with an Investment in or acquisition of such Person, and has not been incurred or created by such Person in connection with, or in anticipation or contemplation of, such Person becoming a Restricted Subsidiary of the Borrower.

  • Intercompany Loans shall have the meaning provided in Section 10.05(h).

  • Intercompany Loan shall have the meaning provided in Section 8.05(g).

  • Assumed Contracts has the meaning set forth in Section 2.1(d).

  • Assumed Debt has the meaning set forth in Section 2.2.

  • Intercompany Note any promissory note evidencing loans made by any Grantor to Holdings or any of its Subsidiaries.

  • Subordinated Intercompany Debt shall have the meaning assigned to such term in Section 6.01(e).

  • Intercompany Indebtedness means Indebtedness of Company or any of their respective Subsidiaries which is owing to any member of such group.

  • Trade Payables means, with respect to any Person, any accounts payable or any other indebtedness or monetary obligation to trade creditors created, assumed or Guaranteed by such Person or any of its Subsidiaries arising in the ordinary course of business in connection with the acquisition of goods or services.

  • Permitted Intercompany Investments means Investments made by (a) a Loan Party to or in another Loan Party, (b) a Subsidiary that is not a Loan Party to or in another Subsidiary that is not a Loan Party, (c) a Subsidiary that is not a Loan Party to or in a Loan Party, so long as, in the case of a loan or advance, the parties thereto are party to the Intercompany Subordination Agreement, and (d) a Loan Party to or in a Subsidiary that is not a Loan Party so long as (i) the aggregate amount of all such Investments made by the Loan Parties to or in Subsidiaries that are not Loan Parties does not exceed $1,000,000 at any time outstanding, (ii) no Default or Event of Default has occurred and is continuing either before or after giving effect to such Investment, and (iii) the Borrowers have Excess Availability plus Qualified Cash of not less than $10,000,000 after giving effect to such Investment.

  • Permitted Intercompany Advances means loans made by (a) a Loan Party to another Loan Party, (b) a Subsidiary of a Borrower that is not a Loan Party to another Subsidiary of a Borrower that is not a Loan Party and (c) a Subsidiary of a Borrower that is not a Loan Party to a Loan Party, so long as the parties thereto are party to the Intercompany Subordination Agreement.

  • Deferred Intercompany Transaction has the meaning set forth in Treas. Reg. Section 1.1502-13.

  • Assumed Leases has the meaning set forth in Section 2.6(b).

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

  • Intercompany Interests means an Interest in a Debtor held by another Debtor and, for the avoidance of doubt, excludes the Existing Equity Interests.

  • Intercompany Interest means an Interest in a Debtor held by another Debtor.

  • Intercompany Loan Agreement has the meaning set forth in the Purchase and Sale Agreement.

  • Assumed Obligations has the meaning specified in Section 2.2.

  • Tax Refunds means refunds of any Cash paid by the Participating CCAA Parties on account of Taxes, refunded to such Participating CCAA Parties from time to time by the applicable Taxing Authorities;

  • Assumed Agreements shall have the meaning as set forth in Section 2.2.

  • Accounts Receivable has the meaning set forth in Section 2.01(a).

  • Transferred Contracts has the meaning ascribed to it in Section 2.1(c).