Assumed Trade Payables definition

Assumed Trade Payables shall have the meaning given such term in Section 1.4(c) hereof.
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Assumed Trade Payables means bona fide trade payables of Seller arising after the date of the Bankruptcy Petition and incurred in the ordinary course of business consistent with past practices through the Closing in respect of goods received or to be received after the date of the Bankruptcy Petition and services rendered or to be rendered after the date of the Bankruptcy Petition.
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Assumed Trade Payables has the meaning set forth in the recitals of this Agreement.
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Examples of Assumed Trade Payables in a sentence

  • The Buyer shall have received a schedule of the Assumed Trade Payables.

  • Buyer will pay all Assumed Trade Payables within sixty (60) days after the Closing Date; provided, however, that payment of a particular Assumed Trade Payable may be delayed for a commercially reasonable period in the event of a bona fide dispute with the vendor of a particular Assumed Trade Payable if the Buyer acts in good faith to resolve such bona fide dispute.

  • OpCo will assume the obligations under the Assumed Trade Payables pursuant to Assumed Trade Payables Assumptions and GPM will have executed an ongoing guaranty in favor of the creditors of the Assumed Trade Payables.

  • In order to facilitate the Closing occurring on the Closing Date, the parties acknowledge that the contents of each of the schedules for Acquired Inventory, Accounts Receivable and Assumed Trade Payables reflects the contents of the items in that particular schedule as of a few days prior to the Closing Date.

  • The Buyer acknowledges that Seller has provided Buyer with statements of Seller’s Acquired Inventory, Accounts Receivable and Assumed Trade Payables calculated as of November 9, 2006.

  • No later than thirty (30) days after the Closing Date, the Buyer and the Seller agree to reconcile the actual contents of each of the schedules for Acquired Inventory, Accounts Receivable and Assumed Trade Payables on the Closing Date against the respective schedule to this Agreement and if this reconciliation indicates that one party owes money to the other party, each party covenants and agrees to promptly pay any such money it owes to the other party.

  • The Partnership will use or reserve net proceeds from the Cash Contribution, together with borrowings under the Credit Agreement, to (a) purchase U.S. Treasury or other investment grade securities, which will be assigned as collateral to secure the PNC Term Debt; (b) repay the Assumed Trade Payables; and (c) pay certain transaction costs relating to the execution of the Transaction Documents and the consummation of the transactions contemplated thereby.

  • The Share Payment, as adjusted by Section 1.5, the Assumed Trade Payables and the Assumed Liabilities are herein collectively referred to as the "Purchase Price".

  • The Cash Payment, the Weatherford Shares, the Third Party Debt, the Assumed Trade Payables, the Assumed Liabilities and the Assumed Entitlements are herein collectively referred to as the "Purchase Price".

  • Seller shall deliver to Buyer a schedule of all of the Berlin Division Assumed Trade Payables, including all service, interest or other charges thereon as of the Date of Closing.


More Definitions of Assumed Trade Payables

Assumed Trade Payables shall have the meaning set forth in Section 2.1(f) hereof;
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Assumed Trade Payables means the trade payables included in the Closing Date Operating Current Liabilities.
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Assumed Trade Payables means the sum of (i) all trade accounts payable, and (ii) the customers’ rebates accrual, in each case properly attributable to Bowater Mersey.
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Assumed Trade Payables has the meaning given to such term in the Contribution Agreement.
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Assumed Trade Payables means all trade payables of the Business, whether or not included on the Closing Net Asset Statement, which arise prior to the Closing Date.
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Assumed Trade Payables has the meaning specified in Section 2.3(b).
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Related to Assumed Trade Payables

  • 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.

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

  • Assumed Obligations has the meaning specified in Section 2.2.

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

  • 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.

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

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

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

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

  • 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.

  • Assigned Contracts has the meaning set forth in Section 2.01(c).

  • 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 Debt has the meaning set forth in Section 2.2.

  • Intra-Group Liabilities means the Liabilities owed by any member of the Group to any of the Intra-Group Lenders.

  • Assumed Contract means any Executory Contract or Unexpired Lease assumed by the Reorganized Debtors in accordance with Article V of the Plan.

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

  • 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.

  • SpinCo Liabilities shall have the meaning set forth in Section 2.3(a).

  • Accrued Liabilities shall include a pro rata contribution to each Employee Benefit Plan or with respect to each such obligation or arrangement for that portion of a plan year or other applicable period which commences prior to, and ends after, the Closing Date, and Accrued Liabilities for any portion of a plan year or other applicable period shall be determined by multiplying the liability for the entire such year or period by a fraction, the numerator of which is the number of days preceding the Closing Date in such year or period and the denominator of which is the number of days in such year or period, as the case may be.

  • Employment Liabilities means all claims, demands, actions, proceedings, damages, compensation, tribunal awards, fines, costs (including but not limited to reasonable legal costs), expenses and all other liabilities whatsoever;

  • Transferred Equity means the equity interest in the Company which the WFOE has the right to request either of the Company Shareholders to transfer to it or its designated entity or individual in accordance with Article 3 hereof when the WFOE exercises its Equity Transfer Option, the quantity of which may be all or part of the Option Equity and the specific amount of which shall be determined by the WFOE at its sole discretion in accordance with the then-effective PRC Law and based on its commercial consideration.

  • Shared Contracts means contracts pursuant to which a non-affiliated third party provides material services, Intellectual Property, Software or benefits to Seller or one or more of its Affiliates (including the Acquired Companies) in respect of both the Business and any other business of Seller and its Affiliates (other than the Acquired Companies).

  • Transferred Assets has the meaning set forth in Section 2.1.

  • Payables as of any date shall mean any of the trade accounts payable associated with the Business as of such date in accordance with GAAP consistently applied.

  • Capitalized Lease Liabilities means all monetary obligations of the Borrower or any of its Subsidiaries under any leasing or similar arrangement which, in accordance with GAAP, would be classified as capitalized leases, and, for purposes of this Agreement and each other Loan Document, the amount of such obligations shall be the capitalized amount thereof, determined in accordance with GAAP, and the stated maturity thereof shall be the date of the last payment of rent or any other amount due under such lease prior to the first date upon which such lease may be terminated by the lessee without payment of a penalty.