Examples of Assumed Warranties in a sentence
Pending final calculation of Current Assets, Other Assets and Assumed Warranties under Sections 3.6 and 3.7 and the Accounts Receivable Shortfall (as hereinafter defined), if any, $400,000.00 (the "Holdback Amount") of the Cash Portion of the Purchase Price shall be held back at the Closing.
Seller and Buyer shall cooperate to complete the final calculation of Current Assets, Other Assets and Assumed Warranties as soon as possible, but in no event later than one hundred fifty (150) days following the Closing Date.
Schedule 3.8 is a ------------------------------------- preliminary calculation of the Current Assets, Other Assets and Assumed Warranties and the Cash Portion of the Purchase Price relating thereto to be paid at Closing based upon the June 30 Balance Sheet.
As of the Closing Date (as ---------------------------- hereinafter defined in Section 3.1), Buyer shall assume only the following liabilities of Seller (the "Assumed Liabilities"): (a) liabilities arising from and after the Closing Date under the Assigned Contracts and the Lease; and (b) warranty liabilities ("Assumed Warranties"), if any, to the extent of the warranty reserve reflected in the Closing Balance Sheet (as hereinafter defined in Section 3.6).
As used in this Agreement, the term "Assumed Liabilities" means all obligations and liabilities of Seller specifically set forth on Schedule 2(b) attached hereto; (ii) the Assumed Warranties; and (iii) all obligations and liabilities of Seller under the terms and conditions of any Contract.
The Assumed ----------- Accounts and Assumed Warranties will only be assumed by the Company to the extent of the amount thereof included in the computation of Net Working Capital (as hereinafter defined in Section 2.1).
The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed in the Voumard acquisition at the date of acquisition (in thousands): September 22, 2014 Assets Acquired Inventories $ 2,984 Property, plant and equipment 259 Drawings, customer lists, and other intangible assets 131 Total assets acquired 3,374 Liabilities Assumed Warranties 600 Deferred tax liability 162 Net assets acquired 2,612 Total purchase price 2,150 Bargain purchase gain $ (462 ) HARDINGE INC.
The contracts assumed shall specifically include (i) obligations of the Debtor under the Assumed Warranties, (ii) all obligations of the Debtor to unions, including the United Steelworkers of America, AFL-CIO-CIC, and Local 12934 of the United Steelworkers of America, AFL-CIO-CIC, and all benefit plans related to such collective bargaining agreements, and (iii) all obligations of the Debtor to employees and retirees under any plans in effect as of the Petition Date.
Each of the Assumed Warranties has a ------------------ warranty duration period of no greater than six months from the date of sale by Seller.
Except for the Assumed Warranties, Buyer is not assuming any liabilities or obligations of the Seller, and the Seller retains responsibility for the Retained Liabilities and agrees to indemnify and hold Buyer harmless from same.