Future Indebtedness. Buyer agrees that it shall not incur any Indebtedness (as defined below) in excess of $10,000 in the aggregate, other than Indebtedness listed on Schedule C attached hereto, without the prior written consent of Seller prior to the Closing. “Indebtedness” means (i) indebtedness for borrowed money or the deferred price of property, goods or services (other than trade and other payables incurred in the ordinary course of business in the aggregate not exceeding $25,000 other than expenses related to the merger), such as reimbursement and other obligations for surety bonds and letters of credit, (ii) obligations evidenced by notes, bonds, debentures or similar instruments, (iii) capital lease obligations, (iv) the net obligations of Buyer under derivative transactions (including, but not limited to, under swap agreements) or commodity transactions, and (v) any other operating expenses or other obligations incurred by Buyer other than expenses related to the merger; and (vi) obligations of Buyer under a guarantee of debt of others of the kinds referred to in clauses (i) through (v) above. Notwithstanding anything to the contrary in this Agreement, “Indebtedness” shall not mean or include (i) any contracts or arrangements of Buyer to purchase additional shares of BBV common stock using proceeds held in the Trust Account in an amount equal to or less than $8.00 per share, (ii) any taxes owed to any federal, state or local taxing authority and (ii) the payment of any Conversion Rights. The Indebtedness set forth on Schedule C shall be subordinated in payment and performance to the obligation to pay Seller pursuant to this Agreement in a manner reasonably acceptable to Seller.
Appears in 7 contracts
Samples: Stock Purchase Agreement (Centurion Credit Funding LLC), Stock Purchase Agreement (White Star LLC), Stock Purchase Agreement (Victory Park Capital Advisors, LLC)
Future Indebtedness. Buyer agrees that it shall not incur any Indebtedness (as defined below) in excess of $10,000 in the aggregate, other than Indebtedness listed on Schedule C I attached hereto, without the prior written consent of Seller prior to the Closing. “Indebtedness” means (i) indebtedness for borrowed money or the deferred price of property, goods or services (other than trade and other payables incurred in the ordinary course of business in the aggregate not exceeding $25,000 other than expenses related to the mergerbusiness), such as reimbursement and other obligations for surety bonds and letters of credit, (ii) obligations evidenced by notes, bonds, debentures or similar instruments, (iii) capital lease obligations, (iv) the net obligations of Buyer under derivative transactions (including, but not limited to, under swap agreements) or commodity transactions, and (v) any other operating expenses or other obligations incurred by Buyer other than expenses related to the mergerBuyer; and (vi) obligations of Buyer under a guarantee of debt of others of the kinds referred to in clauses (i) through (v) above. Notwithstanding anything to the contrary in this Agreement, “Indebtedness” shall not mean or include (i) any contracts or arrangements of Buyer to purchase additional shares of BBV its common stock using proceeds held in the Trust Account in an amount equal to or less than $8.00 per shareAccount, (ii) any taxes owed to any federal, state or local taxing authority and (iiiii) the payment of any Conversion Rights. The Indebtedness set forth on Schedule C I shall be subordinated in payment and performance to the obligation to pay Seller pursuant to this Agreement in a manner reasonably acceptable to Seller.
Appears in 7 contracts
Samples: Stock Purchase Agreement (Victory Park Capital Advisors, LLC), Stock Purchase Agreement (Victory Park Capital Advisors, LLC), Stock Purchase Agreement (Victory Park Capital Advisors, LLC)
Future Indebtedness. Buyer agrees that it shall not incur any Indebtedness (as defined below) in excess of $10,000 in the aggregate, other than Indebtedness listed on Schedule C I attached hereto, without the prior written consent of Seller prior to the Closing. “Indebtedness” means (i) indebtedness for borrowed money or the deferred price of property, goods or services (other than trade and other payables incurred in the ordinary course of business in the aggregate not exceeding $25,000 other than expenses related to the mergerbusiness), such as reimbursement and other obligations for surety bonds and letters of credit, (ii) obligations evidenced by notes, bonds, debentures or similar instruments, (iii) capital lease obligations, (iv) the net obligations of Buyer under derivative transactions (including, but not limited to, under swap agreements) or commodity transactions, and (v) any other operating expenses or other obligations incurred by Buyer other than expenses related to the mergerBuyer; and (vi) obligations of Buyer under a guarantee of debt of others of the kinds referred to in clauses (i) through (v) above. Notwithstanding anything to the contrary in this Agreement, “Indebtedness” shall not mean or include (i) any contracts or arrangements of Buyer to purchase additional ordinary shares of BBV common stock using proceeds held in the Trust Account in an amount equal to or less than $8.00 per shareAccount, (ii) any taxes owed to any federal, state or local taxing authority and (iiiii) the payment of any Conversion Rights. The Indebtedness set forth on Schedule C I shall be subordinated in payment and performance to the obligation to pay Seller pursuant to this Agreement in a manner reasonably acceptable to Seller.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Victory Park Capital Advisors, LLC), Stock Purchase Agreement (Victory Park Capital Advisors, LLC)
Future Indebtedness. Buyer agrees that it shall not incur any Indebtedness (as defined below) in excess of $10,000 5,000 in the aggregate, other than Indebtedness listed on Schedule C I attached hereto, without the prior written consent of Seller prior to the Closing. “Indebtedness” means (i) indebtedness for borrowed money or the deferred price of property, goods or services (other than trade and other payables incurred in the ordinary course of business in the aggregate not exceeding $25,000 other than expenses related to the mergerbusiness), such as reimbursement and other obligations for surety bonds and letters of credit, (ii) obligations evidenced by notes, bonds, debentures or similar instruments, (iii) capital lease obligations, (iv) the net obligations of Buyer SPAC under derivative transactions (including, but not limited to, under swap agreements) or commodity transactions, and (v) any other operating expenses or other obligations incurred by Buyer other than expenses related to the mergerBuyer; and (vi) obligations of Buyer under a guarantee of debt of others of the kinds referred to in clauses (i) through (v) above. Notwithstanding anything to the contrary in this Agreement, “Indebtedness” shall not mean or include (i) any contracts or arrangements of Buyer SPAC to purchase additional shares of BBV its common stock using proceeds held in the Trust Account in an amount equal to or less than $8.00 per shareAccount, (ii) any taxes owed to any federal, state or local taxing authority and (iiiii) the payment of any Conversion Rights. The Indebtedness set forth on Schedule C I shall be subordinated in payment and performance to the obligation to pay Seller pursuant to this Agreement in a manner reasonably acceptable to Seller.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Victory Park Capital Advisors, LLC), Stock Purchase Agreement (Victory Park Capital Advisors, LLC)
Future Indebtedness. Buyer Secure agrees that it shall not incur any Indebtedness (as defined below) in excess of $10,000 5,000 in the aggregate, other than Indebtedness listed on Schedule C I attached hereto, without the prior written consent of Seller prior to the Closing. “Indebtedness” means (i) indebtedness for borrowed money or the deferred price of property, goods or services (other than trade and other payables incurred in the ordinary course of business in the aggregate not exceeding $25,000 other than expenses related to the mergerbusiness), such as reimbursement and other obligations for surety bonds and letters of credit, (ii) obligations evidenced by notes, bonds, debentures or similar instruments, (iii) capital lease obligations, (iv) the net obligations of Buyer Secure under derivative transactions (including, but not limited to, under swap agreements) or commodity transactions, and (v) any other operating expenses or other obligations incurred by Buyer other than expenses related to the mergerSecure; and (vi) obligations of Buyer Secure under a guarantee of debt of others of the kinds referred to in clauses (i) through (v) above. Notwithstanding anything to the contrary in this Agreement, “Indebtedness” shall not mean or include (i) any contracts or arrangements of Buyer Secure to purchase additional shares of BBV its common stock using proceeds held in the Trust Account in an amount equal to or less than $8.00 per shareAccount, (ii) any taxes owed to any federal, state or local taxing authority and (iiiii) the payment of any Conversion Rights. The Indebtedness set forth on Schedule C I shall be subordinated in payment and performance to the obligation to pay Seller pursuant to this Agreement in a manner reasonably acceptable to Seller.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Victory Park Capital Advisors, LLC), Stock Purchase Agreement (Secure America Acquisition CORP)