Contributed Liabilities definition

Contributed Liabilities shall have the meaning set forth in Section 4(b).

Contributed Liabilities means with respect to any Parent Party, (i) the liabilities, obligations and commitments contained in the Contracts primarily relating to such Parent Party's Existing Business, (ii) all accounts payable of such Parent Party and its Affiliates arising primarily out of the operation or conduct of its Existing Business prior to the Closing and (iii) all other liabilities, obligations and commitments of such Parent Party or its Affiliates of any nature whether known or unknown, absolute, accrued, contingent or otherwise and whether due or to become due, arising primarily out of the operation or conduct of its Existing Business before, on or after the Closing Date.

Contributed Liabilities means the liabilities contributed (directly or indirectly) to the Company pursuant to the terms of the Contribution Agreement.

Examples of Contributed Liabilities in a sentence

• At the Closing, MSJS will be an entity duly organized and validly existing under the laws of Japan and will have all requisite corporate power and authority to own and operate, as applicable, the MSJS Contributed Assets, the MSJS Contributed Liabilities, and the MSJS Contributed Business (other than the IBD Contributed Assets, the IBD Contributed Liabilities and the IBD Contributed Business) as currently conducted or as proposed to be conducted from and after the Closing.

• At the Closing, MUMSS will be an entity duly organized and validly existing under the laws of Japan and will have all requisite corporate power and authority to own and operate, as applicable, the MUS Contributed Assets, the MUS Contributed Liabilities, the MUS Contributed Business, the IBD Contributed Assets, the IBD Contributed Liabilities and the IBD Contributed Business as currently conducted or as proposed to be conducted from and after the Closing.

• All liabilities of HII with respect to the New Spinco Employees under the Nonqualified Plans shall be Contributed Liabilities and not Retained Liabilities and all rights of HII with respect to New Spinco Employees under the Nonqualified Plans and all insurance policies, contracts and agreements and all contracts, arrangements and agreements with other providers and service organizations pursuant to the Nonqualified Plans shall be Contributed Assets and not Retained Assets.

• Member hereby assigns to the Company and the Company hereby assumes and agrees to pay, discharge, or fulfill all of the Contributed Liabilities.

• Notwithstanding any other provision in this Agreement to the contrary, Contribution LLC shall not assume and shall not be responsible to pay, perform or discharge any liabilities of Plum Creek or any of its Affiliates of any kind or nature whatsoever other than the Assumed Contributed Liabilities (collectively, the “Excluded Liabilities”).

More Definitions of Contributed Liabilities

Contributed Liabilities means, with respect to MUFG or its Contributing Subsidiaries, the MUS Contributed Liabilities, and with respect to MS or its Contributing Subsidiaries, the MSJS Contributed Liabilities and the IBD Contributed Liabilities, as applicable.

Contributed Liabilities means with respect to any Parent Party,

Contributed Liabilities means (without duplication) (a) all Liabilities primarily related to, arising out of or resulting from the operation or conduct of the Animated Motion Picture Business, including any Liabilities to the extent relating to, arising out of or resulting from any Contributed Asset, in each case whether arising before, on or after the Separation Date, (b) all Shared Contract Liabilities, whether arising before, on or after the Separation Date, (c) all Liabilities of, or relating to, DWA Employees arising out of, or resulting from future, present or former employment with the Animated Motion Picture Business (including any Liabilities relating to, arising out of or resulting from any Plan to the extent they relate to DWA Employees), (d) the Revolver Debt that the Corporation expressly assumes on the Separation Date, (e) all Liability for the Advances (as defined in the Universal Agreement) that the Corporation expressly assumes pursuant to the Universal Interparty Agreement, (f) all Liability for the subordinated debt that the Corporation expressly assumes pursuant to the HBO Loan Agreement, (g) all Liabilities relating to the actions, suits, claims and proceedings listed on Schedule 1.01(d), (h) all Liabilities primarily related to, arising out of or resulting from the merger of PDI and Merger Sub, including, without limitation, any claim brought by or on behalf of a stockholder of PDI, (i) all Liabilities primarily related to the business and operations of PDI, (j) all Liabilities of the LLC under any agreement between the LLC and any of the directors or director nominees of the Corporation entered into prior to the Separation Date that indemnifies such directors or directors nominees for actions taken in their capacity as directors or director nominees of the Corporation (or, in the case of Roger Enrico, as an employee of the Corporation) and (k) all Liabilitixx xxxx xxx Corporation expressly assumes pursuant to the Animated Film Assumption Agreement.

Contributed Liabilities means the Citigroup Contributed Liabilities or the Xxxxxx Xxxxxxx Contributed Liabilities, or both, as the context requires.

Contributed Liabilities means (without duplication) the following, which, for the avoidance of doubt, shall be assumed by the Landlord in connection with the consummation of the Assumption:

Contributed Liabilities means the Contributed Portion of each of the Assumed Liabilities.

Contributed Liabilities means debts, liabilities or obligations of Xxxxxx arising under the Contributed Contracts on or after the Closing Date, debts, liabilities or obligations related to severance pay and accrued but unpaid vacation and sick leave, if any, of the Transferred Employees, and the debts, liabilities or obligations set forth on the Closing Xxxxxx Balance Sheet.