Extinguishment of Debt Sample Clauses

Extinguishment of Debt. Upon the performance by the Company and US Ecology of their respective obligations undertaken in Section 2.1, 2.2, 2.3, 2.4 and 2.5 of this Agreement, (i) except as provided in subsection (ii) below, all Indebtedness of the Company and its Subsidiaries to the Bank under the Notes, the Third Amended Credit Agreement, all Loan Documents, all Prior Agreements and any amendments, modifications, restatements, waivers, extensions or other agreements related thereto, shall be fully paid, performed and discharged; and (ii) upon the full and complete performance of this Agreement by the Bank and the Company and its Subsidiaries, no contractual obligations exist between the Bank and the Company and its Subsidiaries, except those undertaken in accordance with the Warrant, the Xxxx Valley Interest Agreement, the Releases (including the indemnity provisions in favor of the Bank retained and referenced therein), the Assignment Agreement, the Letter of Credit and related collateral provided for in Section 2.9 hereof, the collateral documents provided for in Section 2.12 hereof, and those identified in Section 6.1 of this Agreement.
Sample 1
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Extinguishment of Debt. Other than the Permitted Company Debt, all outstanding debts and obligations, whether current or long term, of the Company will be extinguished immediately prior to the Closing.
Sample 1
Extinguishment of Debt. Prior to the Closing Date, the following obligations shall be paid, extinguished and have a zero balance:
Sample 1
Extinguishment of Debt. At or prior to the Closing, to be effective on the Closing, SUN will pay off all shareholder notes, inter-company debt, and other notes and liabilities, except those incurred in the ordinary course of its business as described in Section 7.1(d) of this Agreement. SUN and Sellers covenant that only liabilities incurred in the ordinary course of SUN's business, as described in Section 7.1(d) herein, will be outstanding on the Closing Date.
Sample 1
Extinguishment of Debt. Upon the performance of the parties of their obligations under Sections 1, 2 and 3, the Debt shall be extinguished.
Sample 1
Extinguishment of Debt. All outstanding debts and obligations, whether current or long-term, of the Company, including but not limited to promissory notes, will be extinguished upon the Closing of this Agreement except as expressly set forth on a schedule to this Agreement.
Sample 1

Related to Extinguishment of Debt

  • Payment of Debt Borrower will pay the Debt at the time and in the manner provided in the Note and in this Security Instrument.

  • Repayment of Debt If the General Partners unanimously elect, or are required by one or more third parties, to repay or repurchase at the Closing Date (or thereafter in connection with the sale of properties) any indebtedness of Target or any subsidiary of Target, at the Closing Date (or thereafter in connection with the sale of properties), the General Partners shall pay in cash such indebtedness plus any costs, expenses or fees associated with such repayment or repurchase, including without limitation any prepayment fees or penalties, to be repaid, pro rata in accordance with their respective Capital Accounts. For these purposes, “indebtedness” shall be deemed to include the costs of unwinding any interest rate swaps, caps, treasury locks and other derivatives and xxxxxx associated with the indebtedness that is being repaid.

  • Prepayment of Debt Make any prepayment (whether optional or mandatory), repurchase, redemption, defeasance or any other payment in respect of any Subordinated Debt.

  • Indebtedness and Guaranty Obligations Create, incur or assume any Indebtedness or Guaranty Obligation except:

  • Subordination of Debt Until senior debt has been paid in full, Debtor will not pay and Creditor will not accept any payment on subordinated debt at any time that an Event of Default (as defined in the Senior Facility Agreement) has occurred and is continuing in respect of senior debt. Anything of value received by Creditor on account of subordinated debt in violation of this agreement will be held by Creditor in trust and immediately will be turned over to Lender in the form received to be applied by Lender on senior debt.

  • Cancellation of Debt The Borrower shall not cancel any claim or debt owing to it, except for reasonable consideration or in the ordinary course of business.

  • Limitations on Indebtedness Create, incur, assume or suffer to exist any Indebtedness except:

  • Indebtedness Create, incur, assume or suffer to exist any Indebtedness, except:

  • Indebtedness and Guaranties Incur any indebtedness for borrowed money other than in the ordinary course of business consistent with past practice with a term not in excess of one year; or incur, assume or become subject to, whether directly or by way of any guarantee or otherwise, any obligations or liabilities (absolute, accrued, contingent or otherwise) of any other person or entity, other than the issuance of letters of credit in the ordinary course of business and in accordance with the restrictions set forth in Section 5.2(r).

  • Restrictions on Indebtedness The Borrower will not, and will not permit any of its Subsidiaries to, create, incur, assume, guarantee or be or remain liable, contingently or otherwise, with respect to any Indebtedness other than:

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