Swiss Assets Seller definition

Swiss Assets Seller means GM Suisse S.A.
Sample 1Sample 2Sample 3
Swiss Assets Seller means GM Suisse S.A. “Swiss Excluded Assets” means the assets and property of the Swiss Assets Seller described on Exhibit G-3. “Swiss Excluded Liabilities” means the liabilities and obligations of General Motors Suisse S.A. described on Exhibit H-3. “Swiss Legacy Pension Liabilities” means the legacy pension liabilities of the Swiss Assets Seller to (i) current pensioners and (ii) former employees of the Swiss Assets Seller with vested rights as at the Closing Date. “Swiss Pension Partial Liquidation” means the partial liquidation of the Personnel Welfare Foundation of General Motors Companies in Switzerland to be conducted in accordance with Swiss law and the rules and regulations of the Personnel Welfare Foundation of General Motors Companies in Switzerland. “Swiss Transferred Assets” means all of the assets, properties, interests, rights and claims, whether tangible or intangible, real or personal, fixed or current, movable or immovable of the Swiss Assets Seller (including, for the avoidance of doubt, contractual arrangements to which the Swiss Assets Seller is a party) at the Closing Date, other than the Swiss Excluded Assets. “Swiss Transferred Liabilities” means all the obligations and liabilities of the Swiss Assets Seller, including any contingent or future obligation or liability originating from pre-Closing facts or circumstances and which has not materialized on or prior to the Closing Date (including, for the avoidance of doubt, contractual arrangements to which the Swiss Assets Seller is a party and pension liabilities towards the Employees of the Swiss Assets Seller), except for the Swiss Excluded Liabilities. “Target Group Companies” means the Autocos and the Fincos and their respective Subsidiaries (other than the Controlled Dealership Entities and the Assets Sellers) and branches, and any of them a “Target Group Company”. “Target Group Company Records” has the meaning set forth in Section 12.4(a)(ii)(A).
Sample 1

Examples of Swiss Assets Seller in a sentence

  • Sections 7.1(a) and 7.1(b) shall apply mutatis mutandis to General Motors and the Buyer with respect to the contemplated transfer of the current employees of the Swiss Assets Seller to the relevant Buyer Designee, subject to mandatory requirements under applicable Law.

Related to Swiss Assets Seller

  • Business Assets means all tangible and intangible property and assets owned (either directly or indirectly), leased, licensed, loaned, operated or used, including all real property, fixed assets, facilities, equipment, inventories and accounts receivable, by the Corporation and the Subsidiaries in connection with the Business;

  • Gross Assets means the total of fixed assets and current assets;

  • Sale Assets is defined in Section 5.2(a)(ii).

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

  • Receivables Sellers means the Company and those Subsidiaries (other than Receivables Entities) that are from time to time party to the Permitted Receivables Facility Documents.

  • Seller Entities means, collectively, Seller and all Seller Subsidiaries.

  • surplus assets means the assets after payment of the debts and liabilities remaining on a winding-up of the incorporated association and the costs, charges and expenses of the winding-up;

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

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

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

  • Seller’s Group means the Seller and any company which is, on or after the date of this Agreement, a subsidiary or holding company of the Seller or a subsidiary of a holding company of the Seller, and excludes, for the avoidance of doubt, any Group Company, and "Seller's Group Company" shall be construed accordingly.

  • Receivables Seller means the Borrower or those Subsidiaries that are from time to time party to the Permitted Receivables Facility Documents (other than any Receivables Entity).

  • Transferred Asset means each asset, including any Loan Asset and Substitute Loan Asset (including, if any, the Participation thereof), Conveyed by the Seller to the Purchaser hereunder, including with respect to each such asset, all Related Property; provided that the foregoing will exclude the Retained Interest and the Excluded Amounts.

  • Transferred Entities means the entities set forth on Schedule 1.9.

  • Transferred Equity means the equity interest in the Company which the WFOE has the right to request either of the Company Shareholders to transfer to it or its designated entity or individual in accordance with Article 3 hereof when the WFOE exercises its Equity Transfer Option, the quantity of which may be all or part of the Option Equity and the specific amount of which shall be determined by the WFOE at its sole discretion in accordance with the then-effective PRC Law and based on its commercial consideration.

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

  • Purchased Asset means (i) with respect to any Transaction, the Eligible Asset sold by Seller to Buyer in such Transaction and (ii) with respect to the Transactions in general, all Eligible Assets sold by Seller to Buyer (other than Purchased Assets that have been repurchased by Seller).

  • Gross Asset Value means, with respect to any asset, the asset’s adjusted basis for federal income tax purposes, except as follows:

  • JV Entity means any joint venture of the Borrower or any Restricted Subsidiary that is not a Subsidiary.

  • Purchased Contracts has the meaning set forth in Section 2.1.1(a).

  • Retail seller means any person that sells any dangerous drug to consumers without assuming control over and responsibility for its administration. Mere advice or instructions regarding administration do not constitute control or establish responsibility.

  • Seller has the meaning set forth in the Preamble.

  • Locational UCAP Seller means a Member that sells Locational UCAP.

  • Excluded Assets has the meaning set forth in Section 2.2.

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

  • Business Entity/Vendor means any natural or legal person, business corporation, professional services corporation, limited liability company, partnership, limited partnership, business trust, association or any other legal commercial entity organized under the laws of New Jersey or any other state or foreign jurisdiction. The definition also includes (i) if a business entity is a for-profit corporation, any officer of the corporation and any other person or business entity that owns or controls 10% or more of the stock of the corporation; (ii) if a business entity is a professional corporation, any shareholder or officer; (iii) if a business entity is a general partnership, limited partnership or limited liability partnership, any partner; (iv) if a business entity is a sole proprietorship, the proprietor; (v) if the business entity is any other form of entity organized under the laws of New Jersey or any other state or foreign jurisdiction, any principal, officer or partner thereof; (vi) any subsidiaries directly or indirectly controlled by the business entity; (vii) any political organization organized under 26 U.S.C.A. § 527 that is directly or indirectly controlled by the business entity, other than a candidate committee, election fund, or political party committee; and (viii) with respect to an individual who is included within the definition of “business entity,” that individual's civil union partner and any child residing with that person. 1