PAYMENT OF DEBTS OF SELLER Sample Clauses

PAYMENT OF DEBTS OF SELLER. Seller agrees that on the Closing Date all of the Assets (whether owned or leased) shall be delivered to Buyer free of all debts, liens and other encumbrances whatsoever (including bank debt, lease payments and lease end buy-out provisions). At Seller's request and direction, Buyer agrees to cause a portion of the Cash Purchase Price otherwise payable to Seller on the Closing Date to be paid directly to creditors of Seller. Set forth on Schedule 2.3 is a list of all debts, liens and other encumbrances relating to the Assets together with their respective payoff amounts as of the Closing Date.
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PAYMENT OF DEBTS OF SELLER. On the Closing Date Seller shall deliver all of the Assets (whether owned or leased) to Buyer free of all debts, liens and other encumbrances whatsoever (including bank debt, lease payments and lease end buy-out provisions except for the mobile office trailer located at the DeSoto County landfill which Buyer hereby assumes and any cattle lease on the DeSoto landfill, if any). At Seller’s request and direction, Buyer will cause a portion of the Cash Purchase Price otherwise payable to Seller on the Closing Date to be paid directly to creditors of Seller.
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PAYMENT OF DEBTS OF SELLER. Seller agrees that on the Closing Date all of the Assets (whether owned or leased) shall be delivered to Buyer free of all debts, liens and other encumbrances whatsoever (including bank debt, lease payments and lease end buy-out provisions) other than the obligation (and lien associated therewith) as described in Section 7.2(d). At Seller's request and direction, Buyer agrees to cause a portion of the Cash Purchase Price otherwise payable to Seller on the Closing Date to be paid directly to creditors of Seller. Set forth on Schedule 2.3 is a list of all debts, liens and other encumbrances relating to the Assets together with their respective payoff amounts as of the Closing Date.
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PAYMENT OF DEBTS OF SELLER. Seller agrees that on the Closing Date all of the Assets (whether owned or leased) shall be delivered to Buyer free of all debts, liens and other encumbrances whatsoever (including bank debt, lease payments and lease end buy-out provisions) except the Assumed Leases. Seller shall be responsible, at its sole cost, for the payment in full of all such debts, liens and other encumbrances. At Seller's request and direction, Buyer agrees to cause a portion of the purchase price set forth in Section 2.1(A) above otherwise payable to Seller on the Closing Date to be paid directly to creditors of Seller. Set forth on Schedule 2.3 is a listing of all debts, liens and other encumbrances relating to the Assets and their respective payoff amounts as of the Closing Date.
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Related to PAYMENT OF DEBTS OF SELLER

  • Payment of Debts Contractor must pay all amounts shown as due to the City on the City’s accounts, even if a dispute exists as to the debt’s validity or enforceability.

  • Payment of Debt Borrower will pay the Debt at the time and in the manner provided in the Note and in this Security Instrument.

  • Solvency, Payment of Debts Borrower is able to pay its debts (including trade debts) as they mature; the fair saleable value of Borrower’s assets (including goodwill minus disposition costs) exceeds the fair value of its liabilities; and Borrower is not left with unreasonably small capital after the transactions contemplated by this Agreement.

  • Payment of Debts, Taxes, Etc The Company shall pay, or cause to be paid, all of its indebtedness and other liabilities and perform, or cause to be performed, all of its obligations in accordance with the respective terms thereof, and pay and discharge, or cause to be paid or discharged, all taxes, assessments and other governmental charges and levies imposed upon it, upon any of its assets and properties on or before the last day on which the same may be paid without penalty, as well as pay all other lawful claims (whether for services, labor, materials, supplies or otherwise) as and when due

  • Payment of Financial Obligations The payment or provision to the Executive by the Company of any remuneration, benefits or other financial obligations pursuant to this Agreement shall be allocated among the Operating Partnership, the REIT and any subsidiary or affiliate thereof in such manner as such entities determine in order to reflect the services provided by the Executive to such entities; provided, however, that the Operating Partnership and the REIT shall be jointly and severally liable for such obligations.

  • Payment of Liabilities (a) On each Business Day, the Agent shall apply the then collected balance of the Concentration Account (net of fees charged, and of such impressed balances as may be required by the bank at which the Concentration Account is maintained) on the day following the receipt of such funds: First, towards the SwingLine Loans and Second, towards the unpaid balance of the Loan Account and all other Liabilities. (b) The following rules shall apply to deposits and payments under and pursuant to this Section 8.5: (i) Funds shall be deemed to have been deposited to the Concentration Account on the Business Day on which deposited, provided that notice of such deposit is available to the Agent by 2:00PM on that Business Day. (ii) Funds paid to the Agent, other than by deposit to the Concentration Account, shall be deemed to have been received on the Business Day when they are good and collected funds, provided that notice of such payment is available to the Agent by 2:00PM on that Business Day. (iii) If notice of a deposit to the Concentration Account (Section 8.5(b)(i)) or payment (Section 8.5(b)(ii)) is not available to the Agent until after 2:00PM on a Business Day, such deposit or payment shall be deemed to have been made at 9:00AM on the then next Business Day. (iv) All deposits to the Concentration Account and other payments to the Agent are subject to clearance and collection. (c) The Agent shall transfer to the Operating Account any surplus in the Concentration Account remaining after any application towards the Liabilities required by Section 8.5(a), above (less those amounts which are to be netted out, as provided therein) provided, however, in the event that (i) an Event of Default has occurred and is continuing; and (ii) one or more L/Cs are then outstanding, then the Agent may establish a funded reserve of up to 105% of the aggregate Stated Amounts of such L/Cs. Such funded reserve shall either be (i) returned to the Borrower provided that the Borrower is not In Default or (ii) applied towards the Liabilities following the occurrence of any Event of Default described in Section 11.11 or acceleration following the occurrence of any other Event of Default.

  • Accounts Receivable and Payable The accounts receivable reflected on the Financial Statements arose in the ordinary course of business and, except as reserved against on the Financial Statements, are collectible in the ordinary course of business and consistent with past practices, free of any claims, rights or defenses of any account debtor. No accounts payable of the Company are over forty-five (45) days old.

  • Receivables and Payables Lessee shall be entitled to retain all cash, bank accounts and house banks, and to collect all Gross Revenues and accounts receivable accrued through the termination date. Lessee shall be responsible for the payment of Rent, all Gross Operating Expenses and all other obligations of Lessee accrued under this Lease as of the termination date, and Lessor or Lessor’s nominee shall be responsible for all Gross Operating Expenses of the Hotel accruing after the termination date.

  • Non-Payment of Other Debt Any default shall occur under the terms applicable to any Debt of the Company or any Subsidiary in an aggregate amount (for all such Debt so affected) exceeding $10,000,000 and such default shall (a) consist of the failure to pay such Debt when due, whether by acceleration or otherwise, or (b) accelerate the maturity of such Debt or permit the holder or holders thereof, or any trustee or agent for such holder or holders, to cause such Debt to become due and payable (or require the Company or any Subsidiary to purchase or redeem such Debt) prior to its expressed maturity.

  • Payment of Debt or Delinquency to the State Pursuant to §§2107.008 and 2252.903, Texas Government Code, Contractor agrees any payments owing to Contractor under this Agreement may be applied directly toward any debt or delinquency Contractor owes the State of Texas or any agency of the State of Texas, regardless of when it arises, until paid in full.

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