A Liabilities definition

A Liabilities means all of the liabilities (including in respect of intra-group loans and Tax on trading and other activities ) arising out of or referable to the A Business whether prior to or after the Control Date but, for the avoidance of doubt, shall exclude any liability referred to in clause 14, including for Tax;

Examples of A Liabilities in a sentence

  • The Company does not have any non-de minimis Liabilities except for (A) Liabilities or obligations reflected or reserved against in the most recent audited and unaudited consolidated financial statements included in the most recent Company Filed SEC Documents filed by the Company; and (B) Liabilities or obligations incurred in the ordinary course of business consistent with past practice since the date of the latest balance sheet included in the Company Filed SEC Documents.

  • The Company does not have any Liabilities except for (A) Liabilities set forth on the face of the Most Recent Balance Sheet (rather than in any notes thereto) and (B) Liabilities which have arisen after the Most Recent Fiscal Month End in the Ordinary Course of Business.

  • CAP A Liabilities Connected to Trust Preferred Securities 12/04/96 12/01/45 7.570 % 02637VZZ9 $ 515,500,000 SunAmerica Financial Group, Inc.

  • When the Attachment A Liabilities are paid off at the Closing, such pledge, perfected security inatned:other security arrangements will terminated and all of Cogility's assets, including but not limited to its IP and its personal property, will be free and clear of all encumbrances and liens.

  • Except as set forth in Schedule 3.10, Arcade has no Liabilities that will be Assumed Liabilities except (A) Liabilities set forth on the face of the Latest Balance Sheet, (B) Liabilities that have arisen in the Ordinary Course of Business since the date of the Latest Balance Sheet, (C) Liabilities that will be reflected on the Final Net Working Capital Statement or (D) Liabilities arising under and in accordance with the terms of Acquired Agreements not as a result of a default or breach thereof.

  • As of the date hereof and the Closing Date, all commissions and bonuses payable to employees, consultants, or contractors of Cogility for servies performed on or prior to the date hereof have been paid in full and there are no outstanding agreements, understandings or commitments of Cogility with respect to any commissions, bonuses or increases in compensation except as listed on the Attachment A Liabilities.

  • The Portfolio A Purchase Price will be satisfied by way of: (i) a cash payment by the Purchaser and/or one or more of its subsidiaries (if applicable) equal to the Portfolio A Cash Amount, and (ii) the assumption by the Purchaser and/or one or more of its subsidiaries (if applicable) of the Portfolio A Liabilities.

  • Section 3.8.1 Neither the Company nor any of its Subsidiaries has any Liabilities, except for: (A) Liabilities identified as such, and in the amounts set forth, in the “liabilities” section of the respective Unaudited Interim Balance Sheets of the Company and its Subsidiaries for the period ended December 31, 2007; and (B) Liabilities described in Section 3.8.1 of the Disclosure Schedule.

  • When the Attachment A Liabilities are paid off at the Closing, such pledge, perfected security interest and other security arrangements will be terminated and all of Cogility's assets, including but not limited to its IP and its personal property, will be free and clear of all encumbrances and liens.

  • DATED APRIL 9, 1999 EXHIBIT A Liabilities of Del Mar Holdings Assumed by Sunderland All assets of Del Mar Holdings, Inc., a Nevada corporation, of whatsoever type or nature (and all liabilities of whatsoever type or nature with respect to or in any way related to all of the foregoing).