Liabilities

Liabilities. Shall mean any and all obligations, liabilities and indebtedness of Borrower to Lender or to any parent, affiliate or subsidiary of Lender of any and every kind and nature, howsoever created, arising or evidenced and howsoever owned, held or acquired, whether now or hereafter existing, whether now due or to become due, whether primary, secondary, direct, indirect, absolute, contingent or otherwise (including, without limitation, obligations of performance), whether several, joint or joint and... several, and whether arising or existing under written or oral agreement or by operation of law. View More

Liabilities. Means indebtedness, obligations and liabilities of any kind of the Obligor or of the undersigned to the Bank, now or in the future, absolute or contingent, direct or indirect, joint or several, due or not due, arising by operation of law or otherwise, and costs and expenses incurred by the Bank in connection with the Collateral, this Agreement or any Liability Document.

Liabilities. Shall include any direct or indirect indebtedness, guaranty, endorsement, claim, loss, damage, deficiency, cost, expense, obligation or responsibility, fixed or unfixed, known or unknown, asserted choate or inchoate, liquidated or unliquidated, secured or unsecured;

Liabilities. Means liabilities and losses of any type whatsoever, including, without limitation, judgments, fines, excise taxes and penalties (including ERISA excise taxes and penalties) and amounts paid in settlement (including all interest, assessments and other charges paid or payable in connection with or in respect of such liabilities and losses), actually incurred by Indemnitee in connection with or as a result of a Proceeding.

Liabilities. Means all indebtedness, liabilities and obligations of every kind and character of the Borrower to the Bank, whether the obligations, indebtedness and liabilities are individual, joint and several, contingent or otherwise, now or hereafter existing, including, without limitation, all liabilities, interest, costs and fees, arising under or from any note, open account, overdraft, credit card, lease, Rate Management Transaction, letter of credit application, endorsement, surety agreement,... guaranty, acceptance, foreign exchange contract or depository service contract, whether payable to the Bank or to a third party and subsequently acquired by the Bank, any monetary obligations (including interest) incurred or accrued during the pendency of any bankruptcy, insolvency, receivership or other similar proceedings, regardless of whether allowed or allowable in such proceeding, and all renewals, extensions, modifications, consolidations, rearrangements, restatements, replacements or substitutions of any of the foregoing. View More

Liabilities. Means judgments, fines, ERISA execute taxes or penalties, and amounts paid in settlement in connection with a proceeding.

Liabilities. Collectively: (i) the repayment of all sums due under the Note (and all extensions, renewals, replacements and amendments thereof) and the other Loan Documents; (ii) the performance of all terms, conditions and covenants set forth in the Loan Documents; and (iii) all other obligations or indebtedness of Borrower to Lender whenever borrowed or incurred, including without limitation, principal, interest, fees, late charges and expenses, including reasonable attorneys' fees

Liabilities. Shall include, without limitation, judgments, amounts incurred in settlement, fines, penalties, and, with respect to any employee benefit plan, any excise tax or penalty incurred in connection therewith, and any and all liabilities of every type or nature whatsoever.

Liabilities. Means the obligation to pay a judgment, settlement, penalty, fine, including any excise tax assessed with respect to an employee benefit plan, or reasonable expenses incurred with respect to a Proceeding.

Liabilities. Those liabilities of Sellers to be assumed by Purchaser at the Closing pursuant to this Agreement, which consist of those liabilities of Sellers specifically disclosed on Schedule 1.06. Purchaser shall also assume the obligations of Sellers accruing after the Effective Date on the contracts and agreements comprising a part of the Assets, as disclosed on Schedule 5.06. Purchaser shall not assume any other liabilities, contingent or certain, of Sellers unless incurred and disclosed in the manner... provided in this Section 1.06. Without limiting the foregoing, Purchaser is not assuming (i) any expenses, liabilities, or obligations of Sellers arising out of the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby which are unpaid at the Effective Date, (nor may Sellers pay any such expenses out of the Assets), (ii) any liabilities or obligations of Sellers relating to federal, state, or local income tax for the period through the Effective Date, or other taxes attributable to the transactions contemplated hereby or the conduct of Sellers' Businesses, (iii) any obligation of Sellers to pay a fee to any agent, broker, or finder relating to this transaction, or (iv) any liabilities that may accrue to either Seller as a result of provision of care services provided by Seller prior to the Effective Date or any present or future Medicare and/or Medicaid audit and/or cost report liability and/or partial episode payment (PEP) recoupment liability related to the provision of care by Sellers prior to and up to the Effective Date. View More