Amounts Owed to Sellers Sample Clauses

Amounts Owed to Sellers. The Company does not owe and is not obligated to pay such Seller any amount, except for salary, employee benefits and bonuses, accrued prior to the Closing in the Ordinary Course.
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Amounts Owed to Sellers. No Company nor any Subsidiary of any Company owes or is obligated to pay any Seller any amount, except for employee salaries, wages, guaranteed payments to Senior Executives and benefits accrued prior to the Closing in the Ordinary Course.
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Amounts Owed to Sellers. Except as set forth on Schedule 4.7, the Company does not owe and is not obligated to pay such Seller any amount and such Seller has no claim of any kind against the Company or any officer or director of the Company.
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Amounts Owed to Sellers. Except (a) as set forth on Part 2.3 of the Disclosure Schedule, (b) pursuant to agreements or arrangements disclosed to Buyer in this Agreement or in the Disclosure Schedule, and (c) for payments in the Ordinary Course of Business (as hereinafter defined) relating to the employment of such Seller by BIC, the Company or any Subsidiary, as of the Effective Time none of BIC, the Company, or any Subsidiary is currently obligated to pay such Seller any amount and such Seller has no current claim to a payment of any kind against BIC, the Company, any Subsidiary or any officer, director or manager of BIC, the Company or any Subsidiary.
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Amounts Owed to Sellers. To the knowledge of such Seller, the Company does not owe nor is it obligated to pay such Seller any amount, except for salary, employee benefits and bonuses, and Tax distributions.
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Amounts Owed to Sellers. Any amounts owed to a Seller by any Corporation, as shown on the Balance Sheets of such Corporation, shall be deemed a contribution to capital of such Corporation and shall be deemed discharged prior to Closing.
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Amounts Owed to Sellers. Target does not owe and is not obligated to pay such Seller or any of its Affiliates or beneficiaries or their Affiliates any amount, and none of such Persons has any claim of any kind against the Target or any officer or director of Target. Target has provided to Buyer true and complete copies of the promissory notes referred to in the Seller Disclosure Schedules and Section 7(b)(v) below.
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Amounts Owed to Sellers. .. Except as set forth on Exhibit 5.5, or for debt (i) to be extinguished before Closing or (ii) that is accounted for in the Final Working Capital Statement, the Company does not owe and is not obligated to pay the Sellers or any of their Affiliates any amount.
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Amounts Owed to Sellers. The Company does not (a) owe nor is it obligated to pay such Seller or any of their respective affiliates any amount, (b) guarantee any obligation of such Seller or any of their respective affiliates, contractually or otherwise or (c) have any liability, joint or several, with such Seller or any of their respective affiliates, for obligations to a third party.
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Related to Amounts Owed to Sellers

  • Amounts Owed After the Termination Date, the Advisor shall be entitled to receive from the Company or the Operating Partnership within thirty (30) days after the effective date of such termination all amounts then accrued and owing to the Advisor, including all its interest in the Company’s income, losses, distributions and capital by payment of an amount equal to the then-present fair market value of the Advisor’s interest, subject to the 2%/25% Guidelines to the extent applicable.

  • Amounts Remaining in Funds Any amounts in the Bond Fund remaining unclaimed by the Holders of Bonds for four years after the due date thereof (whether at stated maturity, by redemption, upon acceleration or otherwise), at the option of the Company, shall be deemed to belong to and shall be paid, subject to Section 5.07 of the Indenture, at the written request of the Company, to the Company by the Trustee. With respect to that principal of and any premium and interest on the Bonds to be paid from moneys paid to the Company pursuant to the preceding sentence, the Holders of the Bonds entitled to those moneys shall look solely to the Company for the payment of those moneys. Further, any amounts remaining in the Bond Fund and any other special funds or accounts created under this Agreement or the Indenture, except the Rebate Fund, after all of the Bonds shall be deemed to have been paid and discharged under the provisions of the Indenture and all other amounts required to be paid under this Agreement and the Indenture have been paid, shall be paid to the Company to the extent that those moneys are in excess of the amounts necessary to effect the payment and discharge of the Outstanding Bonds.

  • Payment at Closing The Borrower shall have paid (A) to the Administrative Agent, the Arrangers and the Lenders the fees set forth or referenced in Section 4.3 and any other accrued and unpaid fees or commissions due hereunder, (B) all reasonable fees, charges and disbursements of counsel to the Administrative Agent (directly to such counsel if requested by the Administrative Agent) to the extent accrued and unpaid prior to or on the Closing Date, plus such additional amounts of such reasonable fees, charges and disbursements as shall constitute its reasonable estimate of such fees, charges and disbursements incurred or to be incurred by it through the closing proceedings (provided that such estimate shall not thereafter preclude a final settling of accounts between the Borrower and the Administrative Agent) and (C) to any other Person such amount as may be due thereto in connection with the transactions contemplated hereby, including all taxes, fees and other charges in connection with the execution, delivery, recording, filing and registration of any of the Loan Documents.

  • Tax Periods Beginning Before and Ending After the Closing Date The Company or the Purchaser shall prepare or cause to be prepared and file or cause to be filed any Returns of the Company for Tax periods that begin before the Closing Date and end after the Closing Date. To the extent such Taxes are not fully reserved for in the Company’s financial statements, the Sellers shall pay to the Company an amount equal to the unreserved portion of such Taxes that relates to the portion of the Tax period ending on the Closing Date. Such payment, if any, shall be paid by the Sellers within fifteen (15) days after receipt of written notice from the Company or the Purchaser that such Taxes were paid by the Company or the Purchaser for a period beginning prior to the Closing Date. For purposes of this Section, in the case of any Taxes that are imposed on a periodic basis and are payable for a Taxable period that includes (but does not end on) the Closing Date, the portion of such Tax that relates to the portion of such Tax period ending on the Closing Date shall (i) in the case of any Taxes other than Taxes based upon or related to income or receipts, be deemed to be the amount of such Tax for the entire Tax period multiplied by a fraction the numerator of which is the number of days in the Tax period ending on the Closing Date and the denominator of which is the number of days in the entire Tax period (the “Pro Rata Amount”), and (ii) in the case of any Tax based upon or related to income or receipts, be deemed equal to the amount that would be payable if the relevant Tax period ended on the Closing Date. The Sellers shall pay to the Company with the payment of any taxes due hereunder, the Sellers’ Pro Rata Amount of the costs and expenses incurred by the Purchaser or the Company in the preparation and filing of the Tax Returns. Any net operating losses or credits relating to a Tax period that begins before and ends after the Closing Date shall be taken into account as though the relevant Tax period ended on the Closing Date. All determinations necessary to give effect to the foregoing allocations shall be made in a reasonable manner as agreed to by the parties.

  • Discharge Only upon Payment in Full; Reinstatement in Certain Circumstances Each Guarantor’s obligations under this Section 13 shall remain in full force and effect until the Commitments are terminated, all Letters of Credit have expired, and the principal of and interest on the Loans and all other amounts payable by the Borrower and the Guarantors under this Agreement and all other Loan Documents and, if then outstanding and unpaid, all Hedging Liability and Bank Product Obligations have been paid in full. If at any time any payment of the principal of or interest on any Loan or any Reimbursement Obligation or any other amount payable by the Borrower or other obligor or any Guarantor under the Loan Documents or any agreement relating to Hedging Liability or Bank Product Obligations is rescinded or must be otherwise restored or returned upon the insolvency, bankruptcy, or reorganization of the Borrower or other obligor or of any guarantor, or otherwise, each Guarantor’s obligations under this Section 13 with respect to such payment shall be reinstated at such time as though such payment had become due but had not been made at such time.

  • Release on Payment in Full Lender shall, upon the written request and at the expense of Borrower, upon payment in full of all principal and interest due on the Loan and all other amounts due and payable under the Loan Documents in accordance with the terms and provisions of the Note and this Agreement, release the Lien of the Pledge Agreement on the Collateral.

  • Amounts Payable (a) AHS shall pay the Operator for the Services provided at the Facility during the Term in accordance with this Agreement based on the provisions in Schedule “B”. The parties acknowledge that the Service Fees do not represent payment for any surgical services provided by Physicians that can be billed by such Physicians directly to Alberta Health and further acknowledge that AHS is not by this Agreement undertaking any liability or responsibility for the payment for professional surgical services rendered at the Facility apart from the amounts described in Schedule “B”.

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