Assumed Balance definition
Examples of Assumed Balance in a sentence
Purchaser's payment or reimbursement of expenses covered by Seller's reserves or allowances which are Assumed Balance Sheet Liabilities shall not be construed as any indication whatsoever that Purchaser has assumed liability for Sellers' debts, liabilities or administrative responsibility, either for the specific class covered by such reserve or in general, beyond the amount of the recorded reserve except as such are themselves assumed specifically as Assumed Liabilities.
These costs will not be assumed by Purchaser except to the extent they are included on the Closing ED Balance Sheet and expressly assumed as Assumed Balance Sheet Liabilities.
To the extent such reserves or allowances are assumed as Assumed Balance Sheet Liabilities, Purchaser shall be obligated to make payments or reimbursements to or on behalf of Sellers for amounts recorded on the Closing ED Balance Sheet as reserves or allowances for anticipated expenses or liabilities.
Therefore, within thirty (30) days following the Effective Date, Seller shall deliver to Buyer a schedule (the “Supplemental Schedule”) updating the listings, documents and materials provided for in each of (a) Schedule 1.1(E) pertaining to Receivables, and (b) Schedule 2.2(A)(1) pertaining to Assumed Balance Sheet Liabilities.
For purposes hereof "Purchase Price" shall mean the sum of the Assumed Balance Sheet Liabilities and the consideration paid pursuant to Sections 3.1, 3.2 and 3.3 hereof.