Final Closing Other Assets and Liabilities definition

Final Closing Other Assets and Liabilities means, collectively, the assets of the portion of the Business conducted in the Final Closing Territory and listed on Section C of the Disclosure Schedule and the liabilities of the portion of the Business conducted in the Final Closing Territory and listed on Section C of the Disclosure Schedule.
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Final Closing Other Assets and Liabilities means, collectively, the assets of the portion of the Business conducted at the Final Closing Facilities and listed on Section C of the Disclosure Schedule and the liabilities of the portion of the Business conducted at the Final Closing Facilities and listed on Section C of the Disclosure Schedule.
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Related to Final Closing Other Assets and Liabilities

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

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

  • Final Closing Balance Sheet shall have the meaning set forth in Section 2.3(e).

  • Transferred Assets means the assets, rights and properties of the Sellers that the Purchasers shall acquire as of the Closing.

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

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

  • Seller Entities means the Seller and its affiliates other than the Buyer Entities;

  • Closing Balance Sheet has the meaning set forth in Section 2.4(a).

  • Pre-Closing Environmental Liabilities means all environmental conditions at or arising from operations at the Owned Real Property at any time prior to the Closing Date, irrespective of the date of its discovery, including arising as a result of the presence or any Release of any Hazardous Substance on, at, under or migrating onto or from the Owned Real Property, including any environmental conditions on, at, under or migrating onto or from the Owned Real Property in Schedule 1.1(3).

  • Final Closing Cash shall have the meaning set forth in Section 2.11(g).

  • Final Closing means the last closing under the Private Placement;

  • Seller’s Closing Documents as defined in Section 3.2(a).

  • Closing has the meaning set forth in Section 2.2.

  • Final Closing Working Capital has the meaning set forth in Section 2.5(d).

  • Seller Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Seller under this Agreement or in connection herewith.

  • Estimated Closing Balance Sheet has the meaning set forth in Section 2.6(a).

  • Seller Ancillary Documents means any certificate, agreement, document or other instrument, other than this Agreement, to be executed and delivered by the Seller or any Affiliate of the Seller in connection with the transactions contemplated hereby, including, but not limited to the Transaction Documents.

  • Final Closing Net Working Capital has the meaning set forth in Section 2.6(c).

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

  • Buyer Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Buyer under this Agreement or in connection herewith.

  • Seller Group Member means (a) Seller and its Affiliates, (b) directors, officers and employees of Seller and its Affiliates and (c) the successors and assigns of the foregoing.

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

  • Parent Liabilities shall have the meaning set forth in Section 2.3(b).

  • Parent Assets means all Assets of either Party or the members of its Group as of the Effective Time, other than the SpinCo Assets, it being understood that, notwithstanding anything herein to the contrary, the Parent Assets shall include:

  • Seller Group means, at any time, the group of companies comprised of Xxxxx Fargo & Company and its subsidiaries at that time.

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