Assumed Liabilities has the meaning set forth in Section 2.3.
Excluded Liabilities has the meaning set forth in Section 2.4.
Retained Liabilities has the meaning set forth in Section 2.4.
Transferred Liabilities has the meaning set forth in Section 2.02(a).
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).
Assumed Obligations has the meaning specified in Section 2.2.
Acquired Assets has the meaning set forth in Section 2.1.
Transferred Assets has the meaning set forth in Section 2.1.
Pre-Closing Environmental Liabilities means (i) any violation of Environmental Law arising in connection with the ownership or operation of the Properties prior to the Effective Time, (ii) any Release of Hazardous Substances onto or from the Properties prior to the Effective Time or relating to or arising from any activities conducted on such properties or from operation of such assets prior to the Effective Time and (iii) any claim, action, cause of action, inquiry, investigation, remediation, removal or restoration with respect to the matters set forth in subsection (i) or (ii) above
Assumed Environmental Liabilities has the meaning specified in Section 7.4.
Purchased Assets has the meaning set forth in Section 2.1.
Assumed Contracts has the meaning set forth in Section 2.1(d).
Included Assets has the meaning in Section 5.1(d)(ii)(A).
Assigned Contracts has the meaning set forth in Section 2.01(c).
Assumed Leases has the meaning set forth in Section 2.6(b).
Retained Assets has the meaning set forth in Section 2.2.
Excluded Assets has the meaning set forth in Section 2.2.
Assumed Agreements shall have the meaning as set forth in Section 2.2.
Retained Contracts means all contracts, agreements, leases, software licenses, rights, obligations or other commitments of the Company that (a) arise out of or are related exclusively to any business or operation of the Company other than the Business, or (b) arise out of or are related in any way to the Business and which, in the case of both clauses (a) and (b) herein, are not Transferred Contracts.
SpinCo Assets shall have the meaning set forth in Section 2.2(a).
Intra-Group Liabilities means the Liabilities owed by any member of the Group to any of the Intra-Group Lenders.
Covered Liabilities as defined in Subsection 11.21.
Excluded Environmental Liabilities means any and all Environmental Liabilities whether arising before, at or after the Effective Time, to the extent relating to, resulting from, or arising out of the past, present or future operation, conduct or actions of Xxxxxxx Retained Business.
Transferred Contracts has the meaning ascribed to it in Section 2.1(c).
Transferred Business has the meaning ascribed to such term in the Separation Agreement.