Belgian Transferred Liabilities definition

Belgian Transferred Liabilities means all of the obligations and liabilities of the Belgian Assets Sellers, 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 any Belgian Assets Seller is a party and pension liabilities towards Belgian Active Plan Members of the Belgian Assets Sellers), except for the Belgian Excluded Liabilities.
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Examples of Belgian Transferred Liabilities in a sentence

  • Prior to the Closing, the Parties shall reasonably cooperate to implement the transfer of the Belgian Transferred Assets and the Belgian Transferred Liabilities, and the related 66 Belgian Pension Assets Transfer (collectively, the “ Belgian Transactions”), in accordance with the principles set forth in Exhibit 6.4(g).

Related to Belgian Transferred Liabilities

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

  • Covered Liabilities as defined in Subsection 11.21.

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

  • Intra-Group Liabilities means the Liabilities owed by any member of the Group to any of the Intra-Group Lenders.

  • Retained Liabilities has the meaning set forth in Section 2.4.

  • Excluded Liabilities has the meaning set forth in Section 2.4.

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

  • Transferred Business has the meaning ascribed to such term in the Separation Agreement.

  • SpinCo Liabilities shall have the meaning set forth in Section 2.3(a).

  • Transferred Assets means the assets, rights and properties of the Sellers that the Purchasers shall acquire as of the Closing.

  • Reinsured Liabilities means the General Account Liabilities and the Separate Account Liabilities.

  • related liabilities means (i) liabilities incurred or assumed for the purpose of financing the acquisition or ownership of financial assets, or (ii) liabilities that are secured by financial assets;

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

  • Transferred Contracts has the meaning ascribed to it in Section 2.1(c).

  • Stated Liabilities means the recorded liabilities (including contingent liabilities that would be recorded in accordance with GAAP) of the Borrower and its Subsidiaries taken as a whole, as of the date hereof after giving effect to the consummation of the Transactions, determined in accordance with GAAP consistently applied.

  • Assumed Obligations has the meaning specified in Section 2.2.

  • Employee Liabilities means all claims, actions, proceedings, orders, demands, complaints, investigations (save for any claims for personal injury which are covered by insurance) and any award, compensation, damages, tribunal awards, fine, loss, order, penalty, disbursement, payment made by way of settlement and costs, expenses and legal costs reasonably incurred in connection with a claim or investigation including in relation to the following: redundancy payments including contractual or enhanced redundancy costs, termination costs and notice payments; unfair, wrongful or constructive dismissal compensation; compensation for discrimination on grounds of sex, race, disability, age, religion or belief, gender reassignment, marriage or civil partnership, pregnancy and maternity or sexual orientation or claims for equal pay; compensation for less favourable treatment of part-time workers or fixed term employees; outstanding debts and unlawful deduction of wages including any PAYE and National Insurance Contributions in relation to payments made by the Customer or the Replacement Supplier to a Transferring Supplier Employee which would have been payable by the Supplier or the Sub-Contractor if such payment should have been made prior to the Service Transfer Date; claims whether in tort, contract or statute or otherwise; any investigation by the Equality and Human Rights Commission or other enforcement, regulatory or supervisory body and of implementing any requirements which may arise from such investigation;

  • Subordinated Liabilities means liabilities subordinated to the Borrower’s obligations to the Bank in a manner acceptable to the Bank in its sole discretion.

  • collective investment undertaking or ‘CIU’ means a UCITS as defined in Article 1(2) of Directive 2009/65/EC of the European Parliament and of the Council (2) or an alternative investment fund (AIF) as defined in point (a) of Article 4(1) of Directive 2011/61/EU of the European Parliament and of the Council (3);‌

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

  • Transferred Entities means the entities set forth on Schedule 1.5.

  • Specified Liabilities means Claims (as defined in the Indemnification Agreement).

  • Assigned Assets refers to the Technology, all Derivatives, all Intellectual Property Rights, all Embodiments and Business Assets, collectively.

  • 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 Subsidiaries shall have the meaning set forth in the Recitals.

  • Excluded Liability means any liability that is excluded under the Bail-In Legislation from the scope of any Bail-In Action including, without limitation, any liability excluded pursuant to Article 44 of the Bank Recovery and Resolution Directive.