Examples of U.S. Assumed Liabilities in a sentence
As consideration in the Newco Contribution, Newco shall irrevocably assume, and shall agree to pay, perform and discharge when due, the U.S. Assumed Liabilities (other than the RMT Debt), as set forth in Section 4.4.
Seller shall transfer, by a capital contribution without additional consideration, to Thoreau Holdco, and Thoreau Holdco shall accept, (A) all of Seller’s right, title and interest to the US Transferred Assets and (B) all of the US Assumed Liabilities.
At the time of, or prior to, the RMT Debt Incurrence, the Newco Contribution and the Modesto Purchase shall be consummated as set forth in Article 4 (including the irrevocable assumption of the U.S. Assumed Liabilities (other than the RMT Debt) described below).
Immediately after the Effective Time, Buyer hereby contributes, conveys, assigns, and delivers, and Intermediate Holdings hereby acquires, accepts and assumes all of Buyer’s right, title and interest in and to all of the Cayman Topco Nonvoting Stock, the US Purchased Assets, the Schedule 4.15(d) Assets and the US Assumed Liabilities.
On the terms and subject to the conditions of this Agreement, Buyer shall, on the Closing Date, assume and shall pay, honor, perform and discharge (or cause to be assumed, paid, honored, performed and discharged) when due all the U.S. Assumed Liabilities and the International Assumed Liabilities (collectively, the "ASSUMED LIABILITIES").