Assumed Current Liabilities definition

Assumed Current Liabilities has the meaning set forth in Section 3.1(a).

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Assumed Current Liabilities means the Accounts Payable, Hired Employee Costs and Other Current Liabilities.

Assumed Current Liabilities means all Assumed Liabilities that are Current Liabilities.

Examples of Assumed Current Liabilities in a sentence

Upon delivery of such report, Assumed Current Liabilities shall be deemed to have been "finally determined" as set forth in such report.
The liabilities described in Sections 2.2(a) and 2.2(b) shall hereinafter be referred to as the "Assumed Current Liabilities".
The Closing Statement shall set forth (A) Seller's good faith estimate of the Assumed Capital Lease Liabilities, Acquired Current Assets and Assumed Current Liabilities, including all line items of each, in each case as of the Closing Date, and (B) Holdco's good faith estimate of the CSR Charges as of the Closing Date.
If any amounts prorated as of the Closing Date as Assumed Current Liabilities are not finally known within such time (such as real estate taxes), these items shall be re-adjusted as soon as the final numbers are known.
Promptly after the determination of Assumed Current Liabilities as provided for in Section 9.1, the parties shall make the payments provided for in Section 9.1.3 and any portion of the Escrowed Purchase Price Portion due to Sellers or Buyer, as the case may be, shall be released to Sellers or Buyer in accordance with Section 9.1.

More Definitions of Assumed Current Liabilities

Assumed Current Liabilities means, without duplication, (a) accounts payable (other than contra-accounts related to uncleared disbursements recorded as accounts payable) under any Assumed Contract, (b) the Sellers PBGC Amount, if any, (c) the Assumed Accounts Receivable Rebate Liabilities, and (d) all other current Assumed Liabilities of the Asset Sellers, excluding any Buyer Environmental Liability, in each case, existing as of the Closing and as determined in accordance with the Net Working Capital Guidelines; provided that, in determining Assumed Current Liabilities hereunder, (i) all Intercompany accounts payable and current and deferred income Taxes, (ii) all Cure Amounts, (iii) all Transfer Taxes allocated to Buyers pursuant to Section 6(h), (iv) the Assumed Sales Rebate Liabilities, and (v) the Assumed Vacation Liabilities shall be disregarded. For the avoidance of doubt, all Assumed Sales Rebate Liabilities (and the components thereof) will be calculated in accordance with the Net Working Capital Guidelines.

Assumed Current Liabilities means the current liabilities of Seller as of the Effective Date directly related to the Business each of which was incurred in the ordinary course of business.

Assumed Current Liabilities means, as finally determined pursuant to Section 2.2(a) or (b), as applicable, the sum of the Assumed Liabilities that would be properly reflected in the liability section on the face of a balance sheet prepared in accordance with GAAP, consistently applied, such as accounts payable, accrued liabilities, accrued expenses and deferred revenue.

Assumed Current Liabilities means the Company’s ordinary course current liabilities which exclude any liabilities related to interest-bearing or long-term debt, capital lease obligations, ERISA-related obligations, Tax obligations, or any other liabilities not set forth on Schedule 3.2(b) hereto.

Assumed Current Liabilities means all Liabilities corresponding in name, character and calculation method with all of the line items listed under "Current Liabilities" in the Reference Balance Sheet (as they are updated in the Provisional Final Balance Sheet and the Final Balance Sheet) other than (i) "VAT" and "Accrued Wages," under "Other Account Payables" and (ii) "Withholdings," "Accrued Expenses Payable," "Accrued Income Taxes" and "Current Portion of Long-term Debts."

Assumed Current Liabilities means only the current liabilities in the “Accounts Payable,” “Accrued Expenses” and “Unexpired subscriptions and deposits” line items of a balance sheet for the Stations, in each case as determined on a combined basis for the Stations as of the Effective Time in accordance with GAAP and consistent with the historical treatment of such line items the Financial Statements for each Station and assuming that the Stations were operated in the ordinary course of business between the date of the latest balance sheet for each respective Station included in the Financial Statements and the Effective Time; provided, that for purposes hereof “Group Insurance INBR” shall be excluded from Accrued Expenses and Assumed Current Expenses. For the avoidance of doubt, except for severance and other obligations and liabilities assumed by Buyer under Section 1.1(d) and Section 5.6, stay bonuses, severance and termination pay, and other compensation payable by any Seller in connection with the consummation of the transactions contemplated by this Agreement will not constitute Assumed Current Liabilities or Assumed Obligations and shall be paid by each applicable Seller.

Assumed Current Liabilities means the following categories of current liabilities of the Company and Sellers relating solely and exclusively to the Acquired Business: (a) accrued accounts payable (other than those due to Parent and its Affiliates), (b) accrued expenses (including royalties, exchange fees, commissions, compensation and vacation but excluding Federal Income Taxes and Other Income Taxes) and deferred revenues incurred in the ordinary course of business, and (c) accrued Taxes Other Than Income Taxes.