Practice Related Liabilities definition
Examples of Practice Related Liabilities in a sentence
Notwithstanding anything contained herein to the contrary, Administrator, Parent and/or their Affiliates shall not be obligated to sell the Purchase Assets to the Group as provided in Section 10.6(d)(i) above if the Group is not able to pay the Purchase Price pursuant to the terms set forth above and assume the Practice Related Liabilities at the Purchase Closing.
Upon a termination of this Agreement, the Group shall be entitled to exercise its option to require Administrator, Parent or their Affiliates to sell the Purchase Assets and shall assume the Practice Related Liabilities pursuant to this Section 10.6 at any time (unless this Agreement is terminated pursuant to Section 10.4(a) or 10.4(c)).
The Group shall, and shall use its best efforts to cause each shareholder of the Group to, execute such documents or instruments as may be necessary to cause the Group to assume the Practice Related Liabilities and to release Administrator, Parent and/or their Affiliates, as the case may be, from any liability or obligation with respect thereto.
The Purchase Price shall be the lesser of (i) Fair Market Value of the Purchase Assets subject to the assumption of the Practice Related Liabilities or (ii) the value of the Actual Consideration (defined below)(alternatively, the "Purchase Price"); provided, however, the Purchase Price shall not be less than the net book value of the Purchase Assets at the Termination Date.
Upon termination of this Agreement, Administrator shall be entitled to exercise its option to require the Practice to purchase the Purchase Assets and assume the Practice Related Liabilities pursuant to this Section 10.6 (i) during the five-year period following the Acquisition Effective Date if this Agreement is terminated pursuant to Sections 10.3(c), 10.4(b) or 10.4(c) and (ii) at any time in the event of a termination pursuant to Section 10.4(a).
The Group shall assume all of Administrator's and its Affiliates' liabilities, debt, payables and other obligations (including lease and other contractual obligations), or portions thereof, which relate directly or are directly attributable to the Practice and/or the Purchase Assets other than previously accrued Practice Expenses (the "Practice Related Liabilities").
The Group shall assume all of Administrator's and their Affiliates' liabilities, debt, payables and other obligations (including lease and other contractual obligations), or portions thereof, which relate directly or are directly attributable to the Practice and/or the Purchase Assets other than previously accrued Practice Expenses (the "Practice Related Liabilities").
The Group shall assume all of Administrator's and its Affiliates' liabilities, debt, payables and other obligations (including lease and other contractual obligations), or portions thereof, which relate directly or are directly attributable to the Professional Operations, Technical Operations or the Purchase Assets (the "Practice Related Liabilities").
Upon termination of this Agreement, Administrator shall be entitled to exercise its option to require the Group to purchase the Purchase Assets and assume the Practice Related Liabilities pursuant to this Section 10.6 (i) during the five-year period following the Acquisition Effective Date if this Agreement is terminated pursuant to Sections 10.3(c), 10.4(b) or 10.4(c) and (ii) at any time in the event of a termination pursuant to Section 10.4(a).
Upon termination of this Agreement, Administrator shall be entitled to exercise its option to require the Practice to purchase the Purchase Assets and 42 48 assume the Practice Related Liabilities pursuant to this Section 10.6 (i) during the five-year period following the Acquisition Effective Date if this Agreement is terminated pursuant to Sections 10.3(c), 10.4(b) or 10.4(c) and (ii) at any time in the event of a termination pursuant to Section 10.4(a).