Excluded Current Liabilities means (i) Excluded Affiliate Payables, (ii) short term borrowings from Affiliates, (iii) current income taxes payable by Qwest, (iv) dividends payable to Qwest, (v) merger related reserves, (vi) general reserves, (vii) errors and omissions reserves (included within the "Other accrued liabilities" line item in the Holding Audited Financial Statements), (viii) accrued taxes, (ix) "Capital Funding - Dex Holdings," and (x) bank overdrafts, in each case, such item determined consistent with the Holding Audited Financial Statements.
Excluded Current Liabilities means any long-term debt due currently (as used in the Pro Forma Balance Sheet), any retiree obligations included in employee related payables (as used in the Pro Forma Balance Sheet), preferred stock dividends (as used in the Pro Forma Balance Sheet) and accrued incentive plan obligations included in other accrued liabilities (as defined in the Pro Forma Balance Sheet).
Excluded Current Liabilities means the Seller Transaction Costs to be paid at Closing as described in Section 2.2(b), the Maryland Indebtedness, any deferred income Tax liabilities, {N0221423 } 5 the current portion of the Debt and accrued interest, including any amounts due and owing by the Company to the Seller or any Affiliate of the Seller.
Examples of Excluded Current Liabilities in a sentence
The payment of all accounts payable of Seller and all other Excluded Current Liabilities shall be the responsibility of Seller, as further set forth in Section 7.10 hereof.
For purposes of this Agreement, “Net Working Capital” means, as of any date, the current assets solely relating to the Business (other than Excluded Current Assets) less the current liabilities solely relating to the Business (other than Excluded Current Liabilities).
More Definitions of Excluded Current Liabilities
Excluded Current Liabilities has the meaning set forth in Section 1.3.2 of this Agreement. 57
Excluded Current Liabilities means all current liabilities of the Business excluded from the Base Working Capital computation as set forth on Part F of Schedule 1.1.
Excluded Current Liabilities means all current liabilities of the Business, including without limitation accounts payable and accrued freight, as of the Effective Time.
Excluded Current Liabilities means current liabilities solely related to the Business that are either (i) related to Excluded Current Assets, (ii) arise from the termination of contracts that are Excluded Foreign Assets pursuant to Section 7.13(a) or (iii) not otherwise assumed or paid by the Buyer;
Excluded Current Liabilities means Transaction Costs, the Employee Bonuses, the current portion of the Debt and accrued interest expense, each as determined in accordance with GAAP.
Excluded Current Liabilities means (i) any Liabilities that are Excluded Liabilities, (ii) any Liabilities included in Net Closing Indebtedness, (iii) any Liabilities included in the Transaction Expense Amount, (iv) any pension reserves booked in the ordinary course of business consistent with the Accounting Methodology and past practice, except to the extent of any employer contributions required to be made during the current period, (v) any Liabilities arising under the Beast Earn-Out, and (vi) any Liabilities arising under any employment agreement listed in Section 1.1(h) of the Company Disclosure Letter, in each case to the extent any such Liability would otherwise constitute a Working Capital Liability.
Excluded Current Liabilities means all current and other liabilities of Seller and the Seller Subsidiaries to the extent identified as “Excluded Current Liabilities” on Schedule 1.01(g) to the Seller Disclosure Schedule.