Canadian Assumed Liabilities definition

Canadian Assumed Liabilities means all of the Liabilities of Actuant Canada to the extent relating to the operation of the Electrical Business, including but not limited to the following (but excluding the Excluded Liabilities):

Canadian Assumed Liabilities has the meaning set forth in Section 1.3 of this Agreement.

Canadian Assumed Liabilities means the Assumed Liabilities to the extent the same relate to the Canadian Business; “Canadian Business” means the Business to the extent carried on by GCHI as at the Completion Date; “Canadian Business Assets” means the Business Assets to the extent the same relate to the Canadian Business; “Canadian Sales Tax” means any Sales Tax charged, assessed, imposed or provided for under the law of Canada;

Examples of Canadian Assumed Liabilities in a sentence

• Except as otherwise set forth in this Agreement, at the Closing, the Buyer agrees to assume and become responsible for (i) all of the Canadian Assumed Liabilities and (ii) the AGS Trade Payables (together, the “Assumed Liabilities”).

• Effective from and after the Closing, Canadian Purchaser will assume, and will thereafter pay, perform and observe fully and timely, the Canadian Assumed Liabilities.

• Effective at Closing, upon the terms and subject to the conditions of the Purchase Agreement, Assignee hereby assumes and agrees to pay, defend, discharge and perform as and when due and performable, and indemnifies, discharges and holds harmless Assignor and its Affiliates against, all Canadian Assumed Liabilities, whether arising prior to, on or after the Closing Date, incurred in connection with, or relating to, the Canadian Purchased Assets, except for the Canadian Excluded Liabilities.

• Effective from and after the Closing, Purchaser will assume,and will thereafter pay, perform and observe fully and timely, the Assumed Liabilities (other than the Canadian Assumed Liabilities).

• The parties shall allocate the sum of the Canadian Cash Consideration and Canadian Assumed Liabilities to the purchase and sale of the Canadian Assets, and allocate the sum of the US Cash Consideration, the US Stock Consideration and the Retainage to the purchase and sale of the Interests.

More Definitions of Canadian Assumed Liabilities

Canadian Assumed Liabilities means those Assumed Liabilities as to which Canadian Seller is obligated or required, contractually or otherwise, to pay, discharge or perform.

Canadian Assumed Liabilities means the Assumed Liabilities to the extent the same relate to the Canadian Business;

Canadian Assumed Liabilities has the meaning specified in Section 2.3(b).

Canadian Assumed Liabilities has the meaning given to such term in the Canada Supplement.

Canadian Assumed Liabilities means all liabilities and obligations of the Canadian Company, other than Canadian Retained Liabilities, including the following (except to the extent a Canadian Retained Liability):

Canadian Assumed Liabilities means (without duplication) any and all Liabilities, (A) to the extent relating to, arising out of or resulting from Schlumberger Canada Target or the Canadian Transferred Assets or (B) that are set forth on Section 1.5(a) of the Schlumberger Disclosure Letter, and in the cases of both clause (i)(A) and clause (ii)(A) above, unless otherwise specified below, only to the extent such Liabilities are related to, arise out of or result from events, facts or circumstances that first occur from and after the Closing Date. The US Assumed Liabilities and Canadian Assumed Liabilities include the following:

Canadian Assumed Liabilities has the meaning set forth in Section 1.5(a).