Remaining Liabilities definition

Remaining Liabilities shall equal the sum of each liability set forth on the Estimated Closing Balance Sheet, other than the Discounted Liabilities.

Remaining Liabilities means the value of benefits determined as required under clause 30 (2) (b); (“passif restant”)

Remaining Liabilities has the meaning set forth in Section 9.1(b). (mmmm) “Removal Vote” has the meaning set forth in Section 9.3(a). (nnnn) “Representative” means, with respect to a particular Person, any director, member, partner, officer, employee, agent, consultant, advisor or other representative of such Person, including outside legal counsel, accountants and financial advisors; provided that in no event shall any Implementer, any other vendor or contractor retained by the Program Administrator on behalf of the CFR Program, or any of their respective Representatives be, or be deemed to be, a Representative of the Program Administrator or of any Participating EDU.

Examples of Remaining Liabilities in a sentence

• This Guaranty shall remain in effect until payment in full of the Remaining Liabilities, as defined below, following termination of this Guaranty by the Guarantor in accordance with this paragraph.

• For the avoidance of doubt, Holdings obligation to indemnify, defend and hold harmless each Holdings Indemnified Party shall exclude all Losses to which they may become subject as result of all liabilities, obligations and commitments (whether direct or indirect, matured or unmatured, known or unknown, absolute, accrued, contingent or otherwise) arising out or relating to the Remaining Liabilities.

• Holdings agrees to indemnify, defend and hold harmless each Holdings Indemnified Party from against all Losses to which they may become subject as result of all liabilities, obligations and commitments (whether direct or indirect, matured or unmatured, known or unknown, absolute, accrued, contingent or otherwise) of Michigan or New LLC arising from any facts in existence, event or activity occurring, prior to the Effective Time, that are not Remaining Liabilities.

• Immediately prior to Closing, Michigan will contribute all of the Acquired Assets, to a newly formed Delaware limited liability company, New LLC, and New LLC will assume the Remaining Liabilities.

• The Board of Directors of the Bank has determined that accepting the contribution of the Contributed Assets and the Remaining Liabilities is in the best interests of the Bank and its sole shareholder.

More Definitions of Remaining Liabilities

Remaining Liabilities means all liabilities, obligations and commitments (whether direct or indirect, matured or unmatured, known or unknown, absolute, accrued, contingent or otherwise) relating solely to or arising solely from the CATV Business or the condition of the Acquired Assets and the Retained Franchises, that:

Remaining Liabilities has the meaning set forth in Section 9.1(b).

Remaining Liabilities means all liabilities of the Company as at the Termination Date, including the Equity Funding Agreements, but excluding –

Remaining Liabilities means the Liabilities of the Company set forth on Confidential Schedule 1.05(c)(ii);

Remaining Liabilities shall have the meaning given such term in Section 6.06 hereof.

Remaining Liabilities. (or “Remaining Liability”) means any and all obligations and liabilities (or any single obligation or liability) of the Parent the cause of which has been set before the Closing Time, other than (i) the Transferred Liabilities and (ii) the Excluded Remaining Liabilities. For the avoidance of doubt, Remaining Liabilities do not include any obligation or liability of the Parent under or in connection with any transactions entered into by the Parent after (or at) the Closing Time, whether such transactions are entered into with the same counterparties or under the same agreements, whether they are entitled to the benefit of the same collateral or other credit support arrangements, as in respect of a Remaining Liability, or whether they have been entered into otherwise. Accordingly, in case the Parent has entered into a guarantee, surety or similar instrument in favor of a Third Party, Remaining Liabilities do not include any obligation or liability of the Parent relating to any transactions entered into by such Third Party beneficiary after (or at) the Closing Time, even if such transactions are secured under the same guarantee, surety or similar instrument.

Remaining Liabilities means the LHF Transaction Costs (as defined in Section 10.1), PLUS all liabilities and obligations relating to and arising from the Remaining Assets (as defined in Section 8.9), from and after the Deemed Closing Date. Without limiting the generality of the foregoing, LHF shall have paid in full all subordinated debt.