Examples of Continuing Indebtedness in a sentence
On the Closing Date after giving effect to the Transactions, no default or event of default has occurred and is continuing with respect to any Continuing Indebtedness.
If Seller fails to deliver the Statement of Objections before the expiration of the Review Period, the Closing Statement and the calculations of Cash, ACFP Continuing Indebtedness and Net Indebtedness Amount reflected in the Closing Statement shall be deemed to have been accepted by Seller.
All of the Equity Securities of the Company are owned by Parent and the Madison Group Sellers, free and clear of all Liens other than those Liens to be released at Closing, and all of the Subsidiary Shares of the Acquired Companies other than the Company are owned, directly or indirectly, by the Parent and the Madison Group Sellers, free and clear of all Liens other than (A) those Liens to be released at Closing and (B) Liens for Continuing Indebtedness.
From the date hereof until the Closing, Seller and the Company shall, and shall cause each ACFP Company to, on the one hand, and Buyer shall, and shall cause each of its Subsidiaries, on the other hand, to use commercially reasonable best efforts to assist the other party and its Affiliates in connection with amending the terms related to the ACFP Continuing Indebtedness in accordance with the Consent Letter.
The purchase price (the “Purchase Price”) shall be (i) $114,566,000 less the Continuing Indebtedness Outstanding and the Debt to be Repaid, plus (ii) an amount equal to the Retained Cash plus (iii) an amount (which amount may be positive or negative) (the “Adjustment Amount”) equal to the Closing Date Modified Working Capital (as defined in Section 2.5(b)) minus the Reference Modified Working Capital (as defined in Section 2.5(a)).