Payment of Closing Indebtedness. At the Closing, the Purchaser shall pay and discharge (or cause to be paid and discharged), on behalf of the Company and Elmwood, all Closing Indebtedness evidenced on the Estimated Purchase Price Calculation Statement, by wire transfer of immediately available funds pursuant to written instructions provided to the Purchaser by the Seller concurrently with the delivery of the Estimated Purchase Price Calculation Statement.
Payment of Closing Indebtedness. (a) On or before the Closing, the EnTrust Contributor shall pay (or cause to be paid), by wire transfer of immediately available funds, to the creditor Persons or bank accounts specified in the EnTrust Payoff Letters the amounts indicated therein in full satisfaction of the Closing Indebtedness of the EnTrust Entities; and
(b) On or before the Closing, the Permal Contributor shall pay (or cause to be paid), by wire transfer of immediately available funds, to the creditor Persons or bank accounts specified in the Permal Payoff Letters the amounts indicated therein in full satisfaction of the Closing Indebtedness of the Permal Entities.
Payment of Closing Indebtedness. Purchaser will pay and discharge, or cause to be paid and discharged, all Closing Indebtedness identified by the Company by wire transfer of immediately available funds pursuant to written instructions provided to Purchaser by the Company. Prior to the Closing Date, the Company will provide Purchaser with customary pay off letters from all holders of Closing Indebtedness, and will make arrangements reasonably satisfactory to Purchaser for those holders to provide to Purchaser recordable form lien releases, canceled notes and other documents reasonably requested by Purchaser simultaneously with Closing.
Payment of Closing Indebtedness. At or immediately prior to the Closing, Buyer shall repay, or cause to be repaid, on behalf of the Company and each of its Subsidiaries, all amounts necessary to discharge fully the then outstanding balance of all Closing Indebtedness by wire transfer of immediately available funds to the account(s) designated in the payoff letters delivered pursuant to Article 6.07.
Payment of Closing Indebtedness. At Closing, Buyer shall pay, on behalf of the Company or the Subsidiary as applicable, any Indebtedness for borrowed money referred to in limbs (a) and (b) of the definition of Indebtedness that is incurred but unpaid as of the Closing and for which the Management Sellers have delivered to Buyer a payoff letter from the relevant creditor setting forth all amounts (in principal, interest, commissions, fees and accessories) due by the Company or the Subsidiary, as applicable, including, without limitation, all breakage costs or additional costs or penalties due in connection with the early repayment of such Indebtedness (the Closing Indebtedness), by wire transfer of immediately available funds to the bank account(s) specified in the relevant payoff letters and Funds Flow Memorandum (for the avoidance of doubt, the Closing Indebtedness shall not be deducted from the Closing Payment In Cash to be paid to the Sellers to the extent such amounts have been included in the Net Cash Amount, including the Estimated Net Cash Amount used to calculate the Provisional Consideration).
Payment of Closing Indebtedness. All Indebtedness owed to the Company from any Person shall have been repaid in full at the Closing.
Payment of Closing Indebtedness. No less than three (3) Business Days prior to the Closing Date, the Company shall deliver, or caused to be delivered to the Parent, final payoff letters with respect to the Closing Indebtedness in customary form and reasonably acceptable to Parent. On the Closing Date, the Parent shall repay, or cause to be repaid, on behalf of the Company, the Closing Indebtedness by wire transfer of immediately available funds to the accounts designated by the holders of such Indebtedness.
Payment of Closing Indebtedness. Buyer will pay and discharge all Closing Indebtedness identified by Seller by wire transfer of immediately available funds, according to payment instructions provided by Seller at least two (2) Business Days before Closing. Seller will provide Buyer with customary payoff letters in a form reasonably approved by Buyer from all holders of all Closing Indebtedness, and will make arrangements reasonably satisfactory to Buyer for such holders to provide to Buyer simultaneous with or promptly after Closing lien releases, canceled notes, and other documents reasonably requested by Buyer.
Payment of Closing Indebtedness. At the Closing, Purchaser shall pay and discharge (or cause to be paid and discharged), on behalf of the Companies, all Closing Indebtedness by wire transfer of immediately available funds pursuant to written instructions provided to Purchaser by the Sellers concurrently with the delivery of the Estimated Purchase Price Calculation Statement. On or before the Closing Date, the Sellers will provide Purchaser with customary pay-off letters from all holders of Closing Indebtedness to be so paid and will make arrangements reasonably satisfactory to Purchaser for such holders to provide to Purchaser recordable form Lien releases and other documents reasonably requested by Purchaser simultaneously with or promptly following the Closing. The parties hereto acknowledge that the Company Transaction Expenses are obligations of the Companies and the Sellers, as the case may be, incurred on, before or after the Closing Date, and nothing in this Agreement shall be deemed to make them obligations of Purchaser.
