Adjustment for Outstanding Indebtedness. The Cash Portion shall be decreased by the amount of any outstanding indebtedness of the Seller or the Business for borrowed money existing as of the Closing Date (other than any indebtedness constituting an Assumed Liability) and the deducted amount shall be utilized to pay off such outstanding indebtedness.
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Samples: Asset Purchase Agreement (Stran & Company, Inc.), Asset Purchase Agreement (Stran & Company, Inc.), Asset Purchase Agreement (Stran & Company, Inc.)
Adjustment for Outstanding Indebtedness. The Cash Portion shall be decreased by the amount of any outstanding indebtedness of the Seller or the Business Company for borrowed money existing as of the Closing Date (other than any indebtedness constituting an Assumed Liability) and the deducted amount shall be utilized to pay off such outstanding indebtedness.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Smart for Life, Inc.), Securities Purchase Agreement (Smart for Life, Inc.)
Adjustment for Outstanding Indebtedness. The Cash Portion shall be decreased by the amount of any outstanding indebtedness of the Seller Sellers or the Business for borrowed money existing as of the Closing Date (other than any indebtedness constituting an Assumed Liability) and the deducted amount shall be utilized to pay off such outstanding indebtedness.
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Adjustment for Outstanding Indebtedness. The Cash Portion shall be decreased by the amount of any outstanding indebtedness of the Seller or the Business for borrowed money of the Company existing as of the Closing Date (other than any indebtedness constituting an Assumed Liability) and the deducted amount shall be utilized to pay off such outstanding indebtednessindebtedness for borrowed money at the Closing. For the avoidance of doubt, indebtedness for borrowed money specifically includes the approximately $60,000 in liabilities that are guaranteed by the Seller and described in Section 6.4 of the Disclosure Schedule and specifically excludes accounts payable of the Company incurred in the ordinary course of business.
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Samples: Stock Purchase Agreement (Victory Oilfield Tech, Inc.)
Adjustment for Outstanding Indebtedness. The Cash Portion shall be decreased by the amount of any outstanding indebtedness of the Seller or the Business Companies for borrowed money existing as of the Closing Date (other than any indebtedness constituting an Assumed Liability) and the deducted amount shall be utilized to pay off such outstanding indebtednessindebtedness except as set forth in Section 2.4 (c) below.β
Appears in 1 contract
Samples: Securities Purchase Agreement (Smart for Life, Inc.)
Adjustment for Outstanding Indebtedness. The Cash Portion shall be decreased by the amount of any outstanding indebtedness of the Seller or the Business for borrowed money (excluding any liabilities in the calculation of Working Capital) of the Company existing as of the Closing Date (other than any indebtedness constituting an Assumed Liability) and the deducted amount shall be utilized to pay off such outstanding indebtednessDate.
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Adjustment for Outstanding Indebtedness. The Cash Portion (and the Purchase Price) shall be decreased by the amount of any outstanding indebtedness of the Seller or the Business Company for borrowed money existing as of the Closing Date (other than any indebtedness constituting an Assumed Liability) and the deducted amount shall be utilized to pay off such outstanding indebtedness.
Appears in 1 contract
Samples: Securities Purchase Agreement (Smart for Life, Inc.)
Adjustment for Outstanding Indebtedness. The Cash Portion shall be decreased by the amount of any outstanding indebtedness of the Seller or the Business for borrowed money Companies existing as of the Closing Date (other than any indebtedness constituting an Assumed Liability) and the deducted amount shall be utilized to pay off such outstanding indebtednessDate.
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Samples: Membership Interest Purchase Agreement (1847 Holdings LLC)
Adjustment for Outstanding Indebtedness. The Cash Portion shall be decreased by the amount of any outstanding indebtedness of the Seller or the Business Companies for borrowed money existing as of the Closing Date (other than any indebtedness constituting an Assumed Liability) and the deducted amount shall be utilized to pay off such outstanding indebtedness.
Appears in 1 contract
Samples: Securities Purchase Agreement (Smart for Life, Inc.)