Creditors’ Claims. To the payment of the debts and liabilities of the Company and the expenses of liquidation including, but not limited to, any loans or advancements made by the Member to the Company.
Creditors’ Claims. Seller and Shareholders represent, covenant and agree that all of the creditors with respect to the Business will be paid in full by Seller prior to the Closing Date, or within such other period as is normally permitted by such creditors in the ordinary course of business, except to the extent that any liability to such creditors is assumed by PSC pursuant to this Agreement. If required by PSC, Seller and Shareholders shall furnish PSC with proof of payment of all creditors with respect to the Assets. Notwithstanding the foregoing, Seller may dispute the amount or validity of any such creditor's claim without being deemed to be in violation of this Section 7.3, provided that such dispute is in good faith.
Creditors’ Claims. DA-PA requirements dictate the creation of a Creditor’s Claim input and tracking process with the end result be to meet the state and judicial criteria for receipt and processing of Creditor’s Claims, thus allowing the PA to submit a populated “Statement of Liability” form to the court for the cases where this is necessary.
Creditors’ Claims. To Grantor's best knowledge, no claim of any creditor of Grantor would have a material adverse effect on the security created hereby or would materially adversely affect the condition (financial or otherwise) of Grantor. Grantor has delivered to Beneficiary and the Rating Agencies a certificate setting forth all such claims of creditors of Grantor.
Creditors’ Claims. At all times during the term of this Trust, the principal and income of the Trust shall be subject to the claims of general creditors of the Company, and at any time the Trustee has actual knowledge, or has determined, that the Company is insolvent, the Trustee shall deliver any undistributed principal and income in the Trust to satisfy such claims as a court of competent jurisdiction or a person appointed by the court may direct. The Board of Directors and the Chief Executive Officer of the Company shall have the duty to inform the Trustee of the Company's insolvency. If the Company or a person claiming to be creditor of the Company alleges in writing to the Trustee that the Company has become insolvent, the Trustee shall independently determine, within thirty days after receipt of such notice, whether the Company is insolvent and, pending such determination, the Trustee shall discontinue payments of benefits under the Plan, shall hold the Trustee assets for the benefit of the Company's general creditors, and shall resume payments of benefits under the terms of the Plans only after the Trustee has determined that the Company is not insolvent or is no longer insolvent, if the Trustee initially determined the Company to be insolvent). Unless the Trustee has actual knowledge of the Company's insolvency, the Trustee shall have no duty to inquire whether the Company is insolvent. The Trustee may in all cases rely on such evidence concerning the Company's solvency as may be furnished to the Trustee which will give the Trustee a reasonable basis for making a determination concerning the Company's solvency. Nothing in this Trust Agreement shall in any way diminish any rights of a participant to pursue his rights as a general creditor of the Company with respect to the benefits to which he is entitled under the Plan, but the Trustee shall not, except upon direction of a court of competent jurisdiction or a person appointed by the court, pay to any participant any amounts representing the participant's priority claim for wages or employee benefits.
Creditors’ Claims. To Bxxxxxxx's best knowledge, no claim of any creditor of Borrower would have a Material Adverse Effect on the security created hereby or would materially adversely affect the condition (financial or otherwise) of Borrower. Borrower has delivered to Lender a certificate setting forth all such claims of creditors of Borrower.
Creditors’ Claims. Novuspharma shall not post any bond, in connection with the termination of the two-month period for creditors’ claims following the recording of the minutes of the Novuspharma Shareholder Approval on the Companies’ Register at the Italian Chamber of Commerce of Milan, without the prior written consent of CTI.
Creditors’ Claims. All payments under the Contract will be exempt from the claims of creditors and legal process to the extent permitted by law. No payment will be transferred, assigned or withdrawn before it becomes payable unless we agree. PROOF OF FACTS We may ask any person claiming the right to payments for proof satisfactory to us of such person's right to payment. Any payment we make relying on that proof discharges us from any obligation to make that payment to another person. We will require proof of date of birth of the person(s) on whose life (or lives) payments are based. This contract does not participate in surplus earnings of the Company.
Creditors’ Claims. Within five (5) days of first notice of any of R/E Owner's or Seller's creditors claiming amounts due or rights not disclosed by Seller and/or R/E Owner in this Agreement, Buyer shall give Seller and R/E Owner written notice specifying the creditor's name, address and nature of claim. Thereafter, it shall be Seller's and/or R/E Owner's responsibility to resolve, settle or defend said claim. Should Seller and/or R/E Owner fail to promptly respond to the claim or should the claim ultimately result in a judgment or decree against the Buyer, Buyer may defend or satisfy same and setoff the any amounts due Seller and/or R/E Owner by that amount, provided Seller and/or R/E Owner had received the above specified notice of the pending claim. Similarly, any costs, losses or attorney's fees realized by Buyer as the result of Seller's and/or R/E Owner's non-payment of Seller's liabilities shall be deducted from any amounts due Seller and/or R/E Owner.
Creditors’ Claims. No creditor of KR 1875 having claimed early performance or early termination of any obligation of KR 1875 or compensation of related damages as envisaged by Article 60 of the Civil Code within the applicable time limit for bringing any such claim where the amount of such claim, when aggregated with any other such claims, exceeds [**] Dollars (USD [**]) or, to the extent any such creditor has made any such claim, such claim having been conclusively satisfied or secured by KR 1875 (without NewCo having any obligation or liability in relation thereto) in accordance with the requirements of Article 60 of the Civil Code.
