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.
Final Closing Other Assets and Liabilities means, collectively, the assets of the portion of the Business conducted at the applicable Facility and listed on Section C of the Disclosure Schedule and the liabilities of the portion of the Business conducted at the applicable Facility and listed on Section C of the Disclosure Schedule.

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 has the meaning set forth in Section 2.1.

  • 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, collectively, Seller and all Seller Subsidiaries.

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

  • 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

  • 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 agreement or other instrument, other than this Agreement, but including the Commercial Agreements, to be executed and delivered by a Seller or an Affiliate thereof in connection with the transactions contemplated hereby.

  • 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.

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

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

  • 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.