Spare Parts Stock means the list of Spare Parts Required Stock actually held by the Group Companies as at the Completion Date;
Spare Parts Stock means the list of Spare Parts Required Stock actually held by the Group Companies as at the Completion Date; 9 “XxxX Xxxxxxxxxx” means XxxX Xxxxxxxxxx Ltd., a company incorporated in England with registered number 08463406 whose registered office is at Eversheds House, 00 Xxxxx Xxxxxxxxxxx Xxxxxx, Xxxxxxxxxx, X0 0XX, Xxxxxx Xxxxxxx; “Surviving Clauses” means Clauses 1, 11 to 22 and 24 to 29; “Tax” or “Taxation” has the meaning given to it in the Tax Deed; “Tax Authority” has the meaning given to it in the Tax Deed; “Tax Deed” means the deed of covenant in relation to Taxation in the Agreed Form; “Tax Deed Claim” means a claim for breach of or under the Tax Deed; “Tax Warranties” means the Seller’s Warranties given under paragraph 14 of Schedule 2 (and “Tax Warranty” means any one of them); “Tax Warranty Claim” means any claim for breach of a Tax Warranty; “TerraForm Power” means TerraForm Power, Inc., a company incorporated under the laws of the State of Delaware, whose registered office is at 0000 Xxxxxxxxx Xxxxxx, 0xx Xxxxx, Xxxxxxxx, Xxxxxxxx 00000, Xxxxxx Xxxxxx of America; “Third Party Assurance” means all guarantees, indemnities, counter-indemnities and letters of comfort of any nature given to a third party by (i) a Group Company in respect of any obligation of a member of the Seller’s Group or (ii) a member of the Seller’s Group in respect of any obligation of a Group Company; “Total Assets” means the total assets of the Company (other than: (i) the Company’s shareholding in the Direct Subsidiary and (ii) amounts due to the Company from other Group Companies) as extracted from the Audited Accounts; “Total Liabilities” means the total liabilities of the Company (other than: (i) pursuant to the Loan Note; (ii) amounts due from it to other Group Companies; and (iii) the Other Receivables) as extracted from the Audited Accounts; “Total Working Capital” means the Total Assets minus the Total Liabilities which amount may be positive or negative; “Transaction” means the acquisition by the Purchaser of the Shares, the payment of the Receivable on behalf of the Direct Subsidiary, the payment of any Other Receivables on behalf of the Company and the redemption of the Loan Note on behalf of the Company pursuant to and subject to the provisions of this Agreement; “Transaction Documents” means this Agreement, the Tax Deed, the Loan Note Redemption Deed, the Indemnification Agreement and any other documents to be entered into pursuant to this Agreement; “Transit...
Examples of Spare Parts Stock in a sentence
If the valuation of the Spare Parts Stock is equal to or exceeds the valuation of the Spare Parts Required Stock then the Seller and the Purchaser shall instruct the Spare Parts Escrow Agent to pay all sums in the Spare Parts Escrow Account to the Seller.