Existing Indebtedness of the Credit Parties. All of the existing Indebtedness for borrowed money of the Credit Parties and their Subsidiaries (other than Indebtedness permitted to exist pursuant to Section 6.1) shall be repaid in full and all security interests related thereto shall be terminated on or prior to the Closing Date.
Existing Indebtedness of the Credit Parties. All of the existing Indebtedness for borrowed money of the Borrower and its Subsidiaries (other than Indebtedness permitted to exist pursuant to Section 6.1) shall be repaid in full (or discharged in accordance with their respective terms) and all security interests related thereto shall be terminated on the Closing Date; provided that the Convertible Senior Notes shall be terminated on or prior to the Closing Date or the Borrower shall have irrevocably funded, on or prior to the Closing Date, to the applicable trustee the amount required to satisfy in full the Convertible Senior Notes on terms and conditions reasonably satisfactory to the Administrative Agent.
Existing Indebtedness of the Credit Parties. All of the Indebtedness under the Existing Credit Agreement shall be repaid in full and all security interests related thereto shall be terminated on or prior to the Closing Date pursuant to a payoff letter in form and substance reasonably satisfactory to the Administrative Agent.
Existing Indebtedness of the Credit Parties. All of the existing Indebtedness for borrowed money of the Credit Parties and their Subsidiaries (including the Acquired Business and other than Indebtedness permitted to exist pursuant to Section 6.1) shall be repaid in full and all security interests related thereto shall be terminated on or prior to the Closing Date, or the Administrative Agent shall have received evidence reasonably satisfactory to it that such existing Indebtedness will be paid in full with the proceeds of the initial Extensions of Credit and that such security interests will thereby terminate.
Existing Indebtedness of the Credit Parties. All of the existing obligations and Indebtedness of the Group Members (other than Indebtedness permitted to exist pursuant to Section 6.1) shall be repaid in full on the Closing Date, including, without limitation, the termination of all outstanding commitments in effect with respect thereto, on terms and conditions and pursuant to documentation reasonably satisfactory to the Administrative Agent; provided that, with respect to Indebtedness pursuant to the Existing Credit Agreement, an arrangement satisfactory to the Administrative Agent shall be in place to repay such Indebtedness in full on the Closing Date. All Liens, guarantees and security interests related thereto shall be terminated and released on or prior to the Closing Date, and the Administrative Agent shall have received (or will, on the Closing Date, receive) (i) evidence thereof reasonably satisfactory to the Administrative Agent, (ii) a “pay-off” letter or letters reasonably satisfactory to the Administrative Agent with respect to such obligations and (iii) such UCC termination statements, mortgage releases and other instruments, in each case in proper form for recording, as the Administrative Agent shall have reasonably requested to release and terminate of record the Liens securing such obligations (or an arrangement satisfactory to the Administrative Agent shall be in place to obtain such releases and terminations).
Existing Indebtedness of the Credit Parties. All of the existing Indebtedness for borrowed money of the Credit Parties and their Subsidiaries (other than Indebtedness permitted to exist pursuant to Section 6.1) shall be repaid in full (together with accrued and unpaid interest thereon and obligations with respect thereto) and all security interests related thereto shall be terminated on or prior to the Closing Date. Carrols shall have repurchased all Existing Carrols Notes tendered pursuant to the Tender Offer on or prior to the Closing Date and paid all accrued and unpaid interest thereon.
Existing Indebtedness of the Credit Parties. All of the existing Indebtedness for borrowed money of the Borrower and its Subsidiaries (other than Indebtedness permitted to exist pursuant to Section 6.1) shall be repaid in full (or discharged in accordance with their respective terms) and all security interests related thereto shall be terminated on the Closing Date, including, without limitation the Medium Term Notes in an approximate aggregate amount of $43,000,000 and the Enhanced Remarketable Securities in an approximate aggregate amount of $100,000,000.
Existing Indebtedness of the Credit Parties. All of the existing Indebtedness for borrowed money of the Credit Parties and their Subsidiaries (excluding Indebtedness permitted to exist pursuant to Section 6.1) shall be repaid in full and all security interests related thereto shall be terminated on or prior to the Closing Date (or in the case of the redemption of the Senior Notes, the Borrower shall have deposited with the Trustee an amount sufficient to redeem the Senior Notes so that the Senior Indenture shall be satisfied and discharged as of the Closing Date and all security interests related thereto shall be terminated on or prior to the Closing Date).
Existing Indebtedness of the Credit Parties. (x) All of the existing Indebtedness for borrowed money of the Acquired Company specified in Schedule 3.12(a)(vii) of the Cambridge Acquisition Agreement shall be repaid in full (together with accrued and unpaid interest thereon and obligations with respect thereto) and all security interests related thereto shall be terminated on or prior to the Closing Date, (y) the Credit Agreement, dated as of May 30, 2012, among Carrols, Xxxxx Fargo Bank, National Association, as administrative agent (“Existing Bank Administrative Agent”) and each of the other parties thereto (as amended, restated or otherwise modified as of immediately prior to the Closing Date, the “Existing Credit Agreement”), will be repaid in full and all security interests and guarantees in connection therewith will be terminated or released (with cash collateral or other arrangements mutually agreed by the Borrower and the Existing Bank Administrative Agent being provided with respect to outstanding letters of credit and outstanding treasury management and hedging obligations then secured by such collateral and guarantees) and (z) notice of redemption shall be given for all of Carrols’ issued and outstanding 8.000% Senior Secured Second Lien Notes due 2022, governed by that certain indenture, dated April 29, 2015 (as supplemented by the Officer’s Certificate dated June 23, 2017, the “Indenture”), all security interests and guarantees in connection therewith will be terminated or released and the Indenture will be satisfied and discharged.
Existing Indebtedness of the Credit Parties. If applicable, the Administrative Agent shall have received pay‑off and lien release letters from secured creditors of the Credits Parties (other than secured parties intended to remain outstanding after the Closing Date with Indebtedness and Liens permitted pursuant to Section 6.1 and Section 6.2) setting forth, among other things, the total amount of Indebtedness outstanding and owing to them (or outstanding letters of credit issued for the account of any Credit Party or its Subsidiaries) and containing an undertaking to cause to be delivered to the Administrative Agent UCC termination statements and any other lien release instruments necessary to release their Liens on the assets of any Credit Party or any Subsidiary of a Credit Party, which pay‑off and lien release letters shall be in form and substance acceptable to the Administrative Agent.
