Healthcare Company Liabilities definition

Healthcare Company Liabilities means, collectively, all of the ------------------------------ Liabilities of Healthcare Company, the Healthcare Company Subsidiaries and each of the other members of the Healthcare Company Group after giving effect to the Corporate Restructuring Transactions, the Distribution and the transactions contemplated under the Debt and Cash Allocation Agreement, including, without limitation:
Healthcare Company Liabilities means, collectively, all of the Liabilities of Healthcare Company, the Healthcare Company Subsidiaries and each of the other members of the Healthcare Company Group after giving effect to the Corporate Restructuring Transactions, the Distribution and the transactions contemplated under the Debt and Cash Allocation Agreement, including, without limitation: (i) all the Liabilities included on the Healthcare Company Pro Forma Balance Sheet which remain outstanding as of the close of business on the Distribution Date; (ii) all Liabilities associated with the repurchase of Vencor's 8 5/8% Senior Subordinated Notes Due 2007 and the assumption of such Senior Subordinated Notes and the indenture relating thereto; (iii) all other Liabilities that are incurred or which accrue or are accrued at any time prior to, on or after the date of the Healthcare Company Pro Forma Balance Sheet and that arise or arose out of, or in connection with, the Healthcare Company Assets or the Healthcare Business, determined on a basis consistent with the determination of the Liabilities of Healthcare Company on the Healthcare Company Pro Forma Balance Sheet; (iv) all the Liabilities of Healthcare Company, the Healthcare Company Subsidiaries or any of the other members of the Healthcare Company Group under, or to be retained or assumed by Healthcare Company, any Healthcare Company Subsidiary or any of the other members of the Healthcare Company Group pursuant to this Agreement or any of the Ancillary Agreements; and (v) all the Liabilities of the parties hereto or their respective Subsidiaries (whenever arising whether prior to, at or following the Distribution Date) arising out of or in connection with or otherwise relating to the management or conduct before or after the Distribution Date of the Healthcare Business, except as otherwise specifically provided herein. A-4

Examples of Healthcare Company Liabilities in a sentence

  • The parties hereto agree that, as of the Distribution Date, as between the parties, Healthcare Company shall be deemed to have acquired complete and sole beneficial ownership of all of the Healthcare Company Assets, together with all rights, powers and privileges incident thereto, and shall be deemed to have assumed in accordance with the terms of this Agreement all of the Healthcare Company Liabilities, and all duties, obligations and responsibilities incident thereto.

Related to Healthcare Company Liabilities

  • Healthcare Professional means any member of the medical, pharmacy or nursing professions or any other person who in the course of his or her professional activities may prescribe, administer or dispense to an end-user a medicinal product.

  • Healthcare provider means any person or entity including a hospital, physician or a network of providers that provided healthcare services and/or treatments to or on behalf of a Settlement Program Claimant.

  • Healthcare services means services or goods provided for

  • Health Care Operations shall have the meaning given to such term under the HIPAA 2 Privacy Rule in 45 CFR § 164.501.

  • Health care professional means a physician or other health care practitioner licensed, accredited or certified to perform specified health care services consistent with state law.

  • Related Entities means contractors and subcontractors of a Party at any tier; grantees, investigators, customers, and users of a Party at any tier and their contractors or subcontractor at any tier; or, employees of the Party or any of the foregoing.

  • Environmental Management Plan or “EMP” means the environmental management plan for the Project, including any update thereto, incorporated in the IEE;

  • Asset Management Plan means a plan created by the department and approved by the state transportation commission or a plan created by a local road agency and approved by the local road agency's governing body that includes provisions for asset inventory, performance goals, risk of failure analysis, anticipated revenues and expenses, performance outcomes, and coordination with other infrastructure owners.

  • Management Group means at any time, the Chairman of the board of directors, the Chief Executive Officer, the President, any Managing Director, Executive Vice President, Senior Vice President or Vice President, any Treasurer and any Secretary of Holdings or other executive officer of Holdings or any Subsidiary of Holdings at such time.

  • Environmental, Health and Safety Liabilities means any cost, damages, expense, liability, obligation, or other responsibility arising from or under Environmental Law or Occupational Safety and Health Law and consisting of or relating to:

  • Released Entities means released entities as such term is defined

  • FTI means FTI Consulting Canada Inc.;

  • Women Owned Business Enterprise or "WBE" means a firm awarded certification as a women owned and controlled business in accordance with City Ordinances and Regulations as well as a firm awarded certification as a women owned business by Cook County, Illinois. However, it does not mean a firm that has been found ineligible or which has been decertified by the City or Cook County.

  • Related Companies means the companies within the meaning of Article L. 225-197-2 of the French Commercial Code or any provision substituted for same.

  • Women Business Enterprise (WBE) as used in this policy means a business enterprise that meets all of the following criteria:

  • Blackwater means wastewater contaminated by human body waste, toilet paper and any other material intended to be deposited in a receptor designed to receive urine or feces.