CIT Liabilities definition

CIT Liabilities shall have the meaning set forth in Section 2.3(b).
CIT Liabilities means (i) all Liabilities relating to, arising out of or resulting from actions, inactions, events, omissions, conditions, facts or circumstances occurring or existing prior to the Effective Time (whether or not such Liabilities cease being contingent, mature, become known, are asserted or foreseen, or accrue, in each case before, at or after the Effective Time) of any member of the CIT Group and, prior to the Effective Time, any member of the C2 Group, in each case that are not C2 Liabilities, including any and all Liabilities set forth on Schedule 2.3(b); and (ii) all Liabilities arising out of claims made by any Third Party (including CIT’s or C2’s respective directors, officers, stockholders, employees and agents) against any member of the CIT Group or the C2 Group to the extent relating to, arising out of or resulting from the CIT Business or the CIT Assets.

Examples of CIT Liabilities in a sentence

  • Notwithstanding the foregoing, any such CIT Assets or CIT Liabilities shall continue to constitute CIT Assets and CIT Liabilities for all other purposes of this Agreement.

  • If and when any such consent, substitution, approval, amendment or release shall be obtained or the Unreleased CIT Liabilities shall otherwise become assignable or able to be novated, C2 shall promptly assign, or cause to be assigned, and CIT or the applicable CIT Group member shall assume, such Unreleased CIT Liabilities without exchange of further consideration.

Related to CIT Liabilities

  • Deposit Liabilities means all of Seller's duties, obligations and liabilities relating to the deposit accounts assigned to the Banking Facilities as of the Effective Time (including accrued but unpaid or uncredited interest thereon).

  • Parent Liabilities shall have the meaning set forth in Section 2.3(b).

  • Customer Credit Liabilities means at any time, the aggregate remaining value at such time of (a) outstanding gift certificates and gift cards of the Borrowers entitling the holder thereof to use all or a portion of the certificate or gift card to pay all or a portion of the purchase price for any Inventory, and (b) outstanding merchandise credits of the Borrowers.

  • benefit liabilities has the meaning specified in section 4001 of ERISA and the terms “current value” and “present value” have the meaning specified in section 3 of ERISA.

  • Contingent Liabilities means, respectively, each obligation and liability of the Credit Parties and all such obligations and liabilities of the Credit Parties incurred pursuant to any agreement, undertaking or arrangement by which any Credit Party either: (i) guarantees, endorses or otherwise becomes or is contingently liable upon (by direct or indirect agreement, contingent or otherwise, to provide funds for payment, to supply funds to, or otherwise to invest in, a debtor, or otherwise to assure a creditor against loss) the indebtedness, dividend, obligation or other liability of any other Person in any manner (other than by endorsement of instruments in the course of collection), including without limitation, any indebtedness, dividend or other obligation which may be issued or incurred at some future time; (ii) guarantees the payment of dividends or other distributions upon the shares or ownership interest of any other Person; (iii) undertakes or agrees (whether contingently or otherwise): (A) to purchase, repurchase, or otherwise acquire any indebtedness, obligation or liability of any other Person or any property or assets constituting security therefor; (B) to advance or provide funds for the payment or discharge of any indebtedness, obligation or liability of any other Person (whether in the form of loans, advances, stock purchases, capital contributions or otherwise), or to maintain solvency, assets, level of income, working capital or other financial condition of any other Person; or (C) to make payment to any other Person other than for value received; (iv) agrees to lease property or to purchase securities, property or services from such other Person with the purpose or intent of assuring the owner of such indebtedness or obligation of the ability of such other Person to make payment of the indebtedness or obligation; (v) to induce the issuance of, or in connection with the issuance of, any letter of credit for the benefit of such other Person; or (vi) undertakes or agrees otherwise to assure or insure a creditor against loss. The amount of any Contingent Liability shall (subject to any limitation set forth herein) be deemed to be the outstanding principal amount (or maximum permitted principal amount, if larger) of the indebtedness, obligation or other liability guaranteed or supported thereby.