Settlement of Affiliate Obligations Sample Clauses

Settlement of Affiliate Obligations. All debts, liabilities and other monetary obligations owed (a) to either Company on the Closing Date by Seller and/or any of Seller’s Affiliates, and (b) by either Company on the Closing Date to Seller and/or any of Seller’s Affiliates shall have been fully satisfied such that no such Affiliate obligations of either Company, the Seller or the Seller’s Affiliates shall be outstanding on and after the Closing Date.
Sample 1
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Settlement of Affiliate Obligations. 34 10.7 No Material Adverse Effect....................................................................35 10.8 Financing.....................................................................................35 10.9
Sample 1
Settlement of Affiliate Obligations. All Indebtedness owed to the Company on the Closing Date by Seller and/or any of Seller's Affiliates shall have been fully paid to the Company in immediately available funds or by set-off against amounts owed by the Company to Seller and/or any of Seller's Affiliates, such that no such Affiliate obligations owed to the Company shall be outstanding on and after the Closing Date; and all Indebtedness owed by the Company on the Closing Date to Seller and/or any of Seller's Affiliates shall have been fully paid by the Company in immediately available funds, by set-off against amounts owed to the Company by Seller and/or any of Seller's Affiliates, or by forgiveness prior to the Closing Date, such that no such Affiliate obligations owed by the Company shall be outstanding on and after the Closing Date. Each of the Holders and Seller shall have delivered the release contemplated by Section 9.5.
Sample 1
Settlement of Affiliate Obligations. All Indebtedness owed by the Company on the Closing Date to Seller and/or any of its Affiliates shall have been fully paid to Seller or such Affiliates in immediately available funds or by set-off against any amounts contemplated to be paid pursuant to Section 10.6 above, such that no such Indebtedness to Seller and/or any of its Affiliates shall be outstanding on or after the Closing Date.
Sample 1

Related to Settlement of Affiliate Obligations

  • Separate Obligations These obligations are independent of Borrower’s obligations and separate actions may be brought against Guarantor (whether action is brought against Borrower or whether Borrower is joined in the action).

  • Litigation and Contingent Obligations There is no litigation, arbitration, governmental investigation, proceeding or inquiry pending or, to the knowledge of any of their officers, threatened against or affecting the Borrower or any of its Subsidiaries which could reasonably be expected to have a Material Adverse Effect or which seeks to prevent, enjoin or delay the making of any Loans. Other than any liability incident to any litigation, arbitration or proceeding which could not reasonably be expected to have a Material Adverse Effect, the Borrower has no material contingent obligations not provided for or disclosed in the financial statements referred to in Section 5.4.

  • Non-Compete Obligations In the below identified capacities, during Executive’s employment and for a period of twelve (12) months immediately after Executive’s voluntary or involuntary termination, Executive will not (1) engage in any Company Competitive Business within the Company Restricted Geographic Area and (2) will not engage in any Company Competitive Business outside the Company Restricted Geographic Area if such work impacts or influences any Company Competitive Business within the Company Restricted Geographic Area:

  • Excluded Obligations Notwithstanding anything to the contrary expressed or implied in the Finance Documents, the Security Agent shall not:

  • Severance Obligations In the event an offer of employment is extended by the Buyers to and accepted by an employee of the Seller pursuant to Section 4(c) and such subsequent employment by the Buyers is terminated within sixty (60) days from the Closing Date, the Seller shall be exclusively responsible for, and shall pay to such accepting employee, all severance benefits that may be due and owing such employee by reason of his or her employment with either the Seller or the Buyers based on Seller's severance policies as in effect on the Closing Date.

  • Performance Obligations The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing.

  • Surety Obligations No Borrower or Subsidiary is obligated as surety or indemnitor under any bond or other contract that assures payment or performance of any obligation of any Person, except as permitted hereunder.

  • Permitted Contingent Obligations Contingent Obligations (a) arising from endorsements of Payment Items for collection or deposit in the Ordinary Course of Business; (b) arising from Hedging Agreements permitted hereunder; (c) existing on the Closing Date, and any extension or renewal thereof that does not increase the amount of such Contingent Obligation when extended or renewed; (d) incurred in the Ordinary Course of Business with respect to surety, appeal or performance bonds, or other similar obligations; (e) arising from customary indemnification obligations in favor of purchasers in connection with dispositions of Equipment permitted hereunder; (f) arising under the Loan Documents; (g) guaranties of Permitted Debt; or (h) in an aggregate amount of $250,000 or less at any time.

  • Indebtedness and Contingent Obligations As of the Closing, the Borrowers shall have no outstanding Indebtedness or Contingent Obligations other than the Obligations or any other Permitted Indebtedness.

  • Guaranty Obligations Unless otherwise specified, the amount of any Guaranty Obligation shall be the lesser of the principal amount of the obligations guaranteed and still outstanding and the maximum amount for which the guaranteeing Person may be liable pursuant to the terms of the instrument embodying such Guaranty Obligation.

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