Acknowledgement of Pre-Petition Indebtedness Sample Clauses

Acknowledgement of Pre-Petition Indebtedness. As of the Petition Date, (i) the Pre-Petition Indebtedness was due and outstanding pursuant to the Pre-Petition Loan Documents in the principal amount of $16,405,150.62 in the aggregate (comprised of $5,846,150.62 evidenced by the Pre-Petition Revolving Note, $915,000 in face amount of Pre-Petition Letters of Credit, $7,425,000 evidenced by the Term Note, and $2,219,000 evidenced by the Term Note E), plus accrued but unpaid interest, fees and reimbursable expenses, all of which Pre-Petition Indebtedness is unconditionally owing by Pre-Petition Company to Xxxxx Fargo, without offset, defense or counterclaim of any kind, nature and description whatsoever; (ii) Company has no defense to, right of set off, counterclaim or other basis to challenge the Pre-Petition Indebtedness; (iii) the Pre-Petition Indebtedness is secured by valid, enforceable and perfected liens in favor of Xxxxx Fargo on all Pre-Petition Collateral; (iv) the Pre-Petition Liens encumbering the Pre-Petition Collateral are not avoidable in any way, including without limitation, by operation of any section of the Bankruptcy Code, including sections 541 through 550, or any other law; (v) the Pre-Petition Indebtedness and the Pre-Petition Liens are not subject to subordination in favor of any other person on any basis except as specifically provided in the Pre-Petition Loan Documents; provided, however, that this acknowledgment, confirmation and agreement shall not impair, prohibit or otherwise affect any Committee’s right to prosecute an Adverse Action subject to the terms of this Agreement and the Financing Orders.
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Related to Acknowledgement of Pre-Petition Indebtedness

  • Additional Debt The Borrower will, promptly upon execution thereof, deliver to the Administrative Agent a copy of each Material Debt Financing Document (excluding, for the avoidance of doubt, commitment letters, fee letters and similar letters with respect to the arrangement, establishment, syndication, or underwriting of any additional Debt); provided, that the Borrower shall have the right to redact any provision set forth in such Material Debt Financing Documents to the extent necessary to comply with binding confidentiality obligations or to protect proprietary market information. Each notice pursuant to this Section shall be accompanied by a written statement of an Authorized Officer of the Borrower (x) that such notice is being delivered pursuant to Section 5.03(a), (b) or (c) (as applicable) and (y) in the case of any notice pursuant to Section 5.03(a)(i), (iv), (v) or (vii), setting forth details of the occurrence referred to therein and stating what action the Borrower has taken and proposes to take with respect thereto. Documents required to be delivered hereto (including pursuant to Section 5.02 and Section 5.03) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto on the Borrower’s website on the Internet at the website address listed in Section 9.01; or (ii) on which such documents are posted on the Borrower’s behalf on an Internet or intranet website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third‑party website or whether sponsored by the Administrative Agent), provided that the Borrower shall notify the Administrative Agent (by hand delivery, facsimile or electronic mail) of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents. Notwithstanding anything contained herein, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents.

  • Payment of Indebtedness Upon Demand The Customer shall at all times be liable for the payment upon demand of any obligations owing from the Customer to you, and the Customer shall be liable to you for any deficiency remaining in any such accounts in the event of the liquidation thereof (as contemplated in Paragraph 3 of this Agreement or otherwise), in whole or in part, by you or by the Customer; and the Customer shall make payment of such obligations upon demand.

  • SUBORDINATION OF AGREEMENT 18.1 The parties hereto and the employees of the City are governed by the provisions of applicable Federal Law, State Law, and the City Charter. When any provisions thereof are in conflict with the provisions of this Agreement, the provisions of said Federal Law, State Law, or City Charter are paramount and shall prevail.

  • Amendment of Tendering Document 7.1 At any time prior to the deadline for submission of Xxxxxxx, the Procuring Entity may amend the tendering document by issuing addenda.

  • Payment of Indebtedness Pledgor will pay the principal sum of the Note secured hereby, together with interest thereon, at the time and in the manner provided in the Note.

  • Treatment of Indebtedness Failure of Licensee to satisfy the financial obligations of this License Agreement may result in one or more of the following:

  • Affirmation of the TBT Agreement 1. Each Party affirms its rights and obligations with respect to each other Party under the TBT Agreement.

  • CERTIFICATE OF INDEBTEDNESS A certificate signed by the officer of Maybank as to the monies for the time being due and owing to Maybank from the Cardmember shall be conclusive evidence or proof that the amount appearing therein is due and owing and payable by the Cardmember to Maybank.

  • Assumption of Tariff Obligations Interconnection Customer agrees to abide by all rules and procedures pertaining to generation and transmission in the PJM Region, including but not limited to the rules and procedures concerning the dispatch of generation or scheduling transmission set forth in the Tariff, the Operating Agreement and the PJM Manuals.

  • Evidence of Indebtedness (a) The Credit Extensions made by each Lender shall be evidenced by one or more accounts or records maintained by such Lender and evidenced by one or more entries in the Register maintained by the Administrative Agent, acting solely for purposes of Treasury Regulation Section 5f.103-1(c), as agent for the Borrower, in each case in the ordinary course of business. The accounts or records maintained by the Administrative Agent and each Lender shall be prima facie evidence absent manifest error of the amount of the Credit Extensions made by the Lenders to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and records maintained by any Lender and the accounts and records of the Administrative Agent in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error. Upon the request of any Lender made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) a Note payable to such Lender, which shall evidence such Lender’s Loans in addition to such accounts or records. Each Lender may attach schedules to its Note and endorse thereon the date, Type (if applicable), amount and maturity of its Loans and payments with respect thereto.

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