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MASTER ASSET PURCHASE AGREEMENT BY ... - Canadian Stocks

MASTER ASSET PURCHASE AGREEMENT BY ... - Canadian Stocks

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“Canada Business” shall mean the mining equipment sales (including promotion and<br />

marketing activities), distribution, and aftermarket sales, service and support business conducted<br />

by the Bucyrus Entities in the Canada Territories, which includes such business related to, but<br />

not limited to, the Products and replacement parts therefor. For the avoidance of doubt, the term<br />

“Canada Business” shall not include the original product and part manufacturing business<br />

conducted by the Bucyrus Entities in the Canada Territories.<br />

“Canada Closing” shall have the meaning set forth in Section 2.1(b).<br />

“Canada Closing Date” shall have the meaning set forth in the Canada Purchase<br />

Agreement.<br />

“Canada Closing Net Working Capital” shall have the meaning set forth in the Canada<br />

Purchase Agreement.<br />

“Canada Employees” shall have the meaning set forth in the Canada Purchase<br />

Agreement.<br />

“Canada MARC” shall mean those MARCs which are indicated with an asterisk on<br />

Schedule 6.7(a).<br />

“Canada Other Assets” shall have the meaning set forth in the Canada Purchase<br />

Agreement.<br />

“Canada Post-Closing Tax Period” shall have the meaning set forth in Section 5.1(b).<br />

“Canada Pre-Closing Tax Period” shall have the meaning set forth in Section 5.1(b).<br />

“Canada Purchase Agreement” shall have the meaning set forth in the preamble.<br />

“Canada Purchase Price” shall have the meaning set forth in Section 1.2(a).<br />

“Canada Seller” shall have the meaning set forth in the recitals.<br />

“Canada Shared Contracts” shall have the meaning set forth in Section 6.13(b).<br />

“Canada Territories” shall mean the territories set forth on Exhibit A-1 hereto.<br />

“Canada Transfer Documents” shall have the meaning set forth in the Canada Purchase<br />

Agreement.<br />

“Canada Transferred Employee” shall have the meaning set forth in the Canada Purchase<br />

Agreement.<br />

“Canada TSAs” shall have the meaning set forth in the Canada Purchase Agreement.<br />

“Chile Buyer” shall mean Finning Chile S.A.<br />

“Chile Seller” shall mean Bucyrus International (Chile) Limitada.<br />

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