Corporation Debt definition

Corporation Debt shall have the meaning set forth in Section 2.1(n).
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Corporation Debt means the amount of all debt ("DEBT") on the books of Corporation on the Closing Date (including all loans to Shareholders and all debt of the Subsidiaries and capital lease obligations but excluding ordinary trade payables). Such Corporation Debt as of the date of this Agreement is set forth on EXHIBIT 1.2(A), and Corporation shall deliver to Buyer at the Closing such documentation as may be reasonably requested by Buyer to verify the amount of Corporation Debt existing as of Closing. The Lason Shares will be valued for this purpose at the average closing price of the Lason Shares for the preceding 20 trading days prior to February 11, 1998 as reported in NASDXX.xxx (xxpropriately adjusted for any stock split, reverse stock split or common stock dividend effected or declared by Buyer), with no fractional shares being issued hereunder. In lieu thereof, Buyer will pay cash for any such fractional shares, the value of which are to be determined by multiplying the fractional portion of a share of the Lason Shares by the per share price determined in accordance with the methodology described above. Shareholders will not be entitled to dividends, voting rights or any other right as shareholder in respect of any fractional share of the Lason Shares. In connection with the foregoing issuance of the Lason Shares, on the Closing Date, Shareholders will deliver to Buyer a Lock-Up Agreement in the form attached hereto as EXHIBIT 1.2(B) (the "LOCK-UP AGREEMENT") pursuant to which Shareholders will agree not to sell any of the Lason Shares delivered to them in accordance with this Agreement for a period of 24 months from and after the Closing Date . Additionally, for a period of 12 months following the Closing Date, the Lason Shares are to be held in escrow pursuant to the terms and conditions of that certain escrow agreement (the "ESCROW AGREEMENT") attached hereto as EXHIBIT 1.2(C), together with executed assignments separate from certificate executed in blank, in order to enable a possible reassignment of all or a portion of the Lason Shares to Lason. The Purchase Price shall be payable to the Shareholders on a pro rata basis in accordance with their respective share ownership or otherwise paid at their direction to extinguish debt or to facilitate acquisition of minority interests in the Subsidiaries, as set forth on Exhibit 2.3 hereto.
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Corporation Debt means the principal amount of the debt and all accrued and unpaid interest thereon, due and owing by the Corporation set out in the Vendor Disclosure Letter.
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Examples of Corporation Debt in a sentence

  • The 2005 Capital Project Revenue Bonds carry the rating of Assured Guaranty Municipal Corporation.TABLE 4.0Alaska Student Loan Corporation Debt Issued and Outstanding$ (thousands) Student LoanRevenue Bonds DateAmountIssued Source: Alaska Student Loan Corp.

  • Small items will be sent to the lost and found basket in the office, while clothing and larger items will be placed on our clothes rack outside the cafeteria.

  • The Public Corporation Debt Management Act requires that all new non-general obligation debt authorizations be approved by the Assembly, except in certain circumstances.

  • This applies to all funds reported in the City’s Comprehensive Annual Financial Report and include the General Fund, Special Revenue Funds, including the Round Rock Transportation & Economic Development Corporation, Debt Service and Debt Reserve Funds, Capital Project Funds, Enterprise Funds, Internal Service Funds, Trust and Agency Funds and any new funds created by the City and any funds managed by the City of Round Rock, Texas, as trustee or agency, unless exempted by law.

  • TABLE 3.0Alaska Housing Finance Corporation Debt Issued by Fiscal Year Ending June 30$ (Thousands) Source: Alaska Housing Finance Corporation(1) Includes AHFC sponsored conduit and subsidiary issued debt but not public housing (ASHA)The bonds issued by AHFC are secured by the general obligation pledge of the Corporation and mortgages purchased with bond proceeds or, in the case of collateralized debt, by mortgage-backed securities as more fully explained below.

  • Finally, exposure to 15 µM bilirubin between 3 - 4 dpf affected the gut structure to the extent that folds were disturbed and some enterocytes were disorganized (Fig 3J).

  • Any Default or Event of Default under sub-clause (vi) of clause (i) of Article VII of the Credit Agreement (solely with respect to relief under the Public Corporation Debt Enforcement and Recovery Act (the “Recovery Act”)).

  • All Nortel Corporation Debt Repayment Advances shall be advanced by the Lender directly to the person to whom the relevant debt repayment is to be made, including, for greater certainty, any authorized paying agent for such debt repayment, on the written direction of Nortel Corporation.

  • On a motion duly made by Mr. Duffy and seconded by Dr. Williams, it was VOTED:THATThe Council on Postsecondary Education approves that the resolution addressing the Public Corporation Debt Management Act issues related to the University’s Fraternity Circle Improvements Project – Phase I at the Kingston Campus be submitted to the General Assembly for consideration.

  • Notwithstanding Subsection 2.2(a) above, Advances to Nortel Corporation shall be either (i) Advances used solely for payment of the principal of, premium, if any, interest or additional interest, if any, on, any indebtedness of Nortel Corporation to an arm’s length entity and which is guaranteed by Nortel Limited or the Lender (“Nortel Corporation Debt Repayment Advances”), or (ii) Advances for other general corporate purposes of Nortel Corporation (“Nortel Corporation Corporate Advances”).


More Definitions of Corporation Debt

Corporation Debt has the meaning set forth in Section 5.11.
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Related to Corporation Debt

  • Preferred Equity Interest means, with respect to any Person, Equity Interests in such Person which are entitled to preference or priority over any other Equity Interest in such Person in respect of the payment of dividends or distribution of assets upon liquidation or both.

  • Subordinate Voting Shares means subordinate voting shares in the capital of the Company.

  • Acquisition Debt means any Indebtedness incurred by the Borrower or any of its Subsidiaries for the purpose of financing, in whole or in part, a Material Acquisition and any related transactions or series of related transactions (including for the purpose of refinancing or replacing all or a portion of any pre-existing Indebtedness of the Borrower, any of its Subsidiaries or the person(s) or assets to be acquired); provided that (a) the release of the proceeds of such Indebtedness to the Borrower and/or its Subsidiaries is contingent upon the consummation of such Material Acquisition and, pending such release, such proceeds are held in escrow (and, if the definitive agreement (or, in the case of a tender offer or similar transaction, the definitive offer document) for such acquisition is terminated prior to the consummation of such Material Acquisition or if such Material Acquisition is otherwise not consummated by the date specified in the definitive documentation relating to such Indebtedness, such proceeds shall be promptly applied to satisfy and discharge all obligations of the Borrower and/or its Subsidiaries in respect of such Indebtedness) or (b) such Indebtedness contains a “special mandatory redemption” provision (or other similar provision) or otherwise permits such Indebtedness to be redeemed or prepaid if such Material Acquisition is not consummated by the date specified in the definitive documentation relating to such Indebtedness (and if the definitive agreement (or, in the case of a tender offer or similar transaction, the definitive offer document) for such Material Acquisition is terminated in accordance with its terms prior to the consummation of such Material Acquisition or such Material Acquisition is otherwise not consummated by the date specified in the definitive documentation relating to such Indebtedness, such Indebtedness is so redeemed or prepaid within 90 days of such termination or such specified date, as the case may be).

  • Preferred Equity Interests means, with respect to any Person, Equity Interests in such Person which are entitled to preference or priority over any other Equity Interest in such Person in respect of the payment of dividends or distribution of assets upon liquidation or both.

  • Preferred Equity as applied to the Equity Interests of any Person, means Equity Interests of such Person of any class or classes (however designated) that ranks prior, as to the payment of dividends or as to the distribution of assets upon any voluntary or involuntary liquidation, dissolution or winding up of such Person, to any shares (or other interests) of other Equity Interests of such Person, and shall include, without limitation, cumulative preferred, non-cumulative preferred, participating preferred and convertible preferred Equity Interests.

  • Preferred Stock as applied to the Capital Stock of any corporation, means Capital Stock of any class or classes (however designated) which is preferred as to the payment of dividends, or as to the distribution of assets upon any voluntary or involuntary liquidation or dissolution of such corporation, over shares of Capital Stock of any other class of such corporation.

  • Voting Debt means any bonds, debentures, notes or other indebtedness having the right to vote on any matters on which holders of capital stock of the same issuer may vote.

  • Equity Preferred Securities means, with respect to any Person, any trust preferred securities or deferrable interest subordinated debt securities issued by such Person or other financing vehicle of such Person that (i) have an original maturity of at least twenty years, and (ii) require no repayments or prepayments and no mandatory redemptions or repurchases, in each case, prior to the first anniversary of the latest Maturity Date.

  • Foreign Subsidiary Voting Stock the voting Capital Stock of any Foreign Subsidiary.

  • Consolidated Senior Secured Debt means, at any date of determination, the aggregate principal amount of Total Funded Debt outstanding on such date that is secured by a Lien on any asset or property of the Borrower or the Restricted Subsidiaries, which Total Funded Debt is not, by its terms, subordinated in right of payment to the Obligations.

  • Shareholder Debt means any shareholder loan made to the Issuer as debtor, if such loan:

  • Aggregate Voting Interests The aggregate of the Voting Interests of all the Certificates under this Agreement.

  • Voting Equity Interests means, with respect to any Person, Equity Interests issued by such Person the holders of which are ordinarily, in the absence of contingencies, entitled to vote for the election of directors (or persons performing similar functions) of such Person, even though the right so to vote has been suspended by the happening of such a contingency.

  • Preference Stock means any and all series of preference stock, having no par value, of the Corporation.

  • Outstanding Company Voting Securities means outstanding voting securities of the Company entitled to vote generally in the election of directors; and any specified percentage or portion of the Outstanding Company Voting Securities (or of other voting stock or voting securities) shall be determined based on the relative combined voting power of such securities;

  • Subordinated Shareholder Funding means, collectively, any funds provided to the Issuer by any Parent, any Affiliate of any Parent or any Permitted Holder or any Affiliate thereof, in exchange for or pursuant to any security, instrument or agreement other than Capital Stock, in each case issued to and held by any of the foregoing Persons, together with any such security, instrument or agreement and any other security or instrument other than Capital Stock issued in payment of any obligation under any Subordinated Shareholder Funding; provided, however, that such Subordinated Shareholder Funding:

  • Voting Preferred Stock means, with regard to any election or removal of a Preferred Stock Director (as defined in Section 8(b) below) or any other matter as to which the holders of Series E are entitled to vote as specified in Section 8 of this Certificate of Designations, any and all series of Preferred Stock (other than Series E) that rank equally with Series E either as to the payment of dividends or as to the distribution of assets upon liquidation, dissolution or winding up of the Corporation and upon which like voting rights have been conferred and are exercisable with respect to such matter.

  • Hybrid Preferred Securities Subsidiary means any Delaware business trust (or similar entity) (i) all of the common equity interest of which is owned (either directly or indirectly through one or more wholly-owned Subsidiaries of the Company) at all times by the Company or a wholly-owned direct or indirect Subsidiary of the Company, (ii) that has been formed for the purpose of issuing Hybrid Preferred Securities and (iii) substantially all of the assets of which consist at all times solely of Junior Subordinated Debt issued by the Company or a wholly-owned direct or indirect Subsidiary of the Company (as the case may be) and payments made from time to time on such Junior Subordinated Debt.

  • Company Voting Securities means the combined voting power of all outstanding voting securities of the Company entitled to vote generally in the election of directors to the Board.

  • Total Secured Debt means, as of any date of determination, the aggregate amount of senior securities representing secured indebtedness of the Obligors as of such date of determination.

  • Consolidated Senior Funded Debt means Consolidated Funded Debt that is not Subordinated Debt.

  • Senior Preferred Stock means the Series A Preferred Stock and the Series B Preferred Stock.

  • Class A Preferred Stock means the Class A preferred stock, nominal value $0.0001 per share, of the Company.

  • Voting Capital Stock means with respect to any Person, securities of any class or classes of Capital Stock in such Person ordinarily entitling the holders thereof (whether at all times or at the times that such class of Capital Stock has voting power by reason of the happening of any contingency) to vote in the election of members of the board of directors or comparable governing body of such Person.

  • Subordinate Liquidation Amount For any Distribution Date and each Loan Group, the excess, if any, of the aggregate Liquidation Principal of Mortgage Loans related to that Loan Group which became Liquidated Mortgage Loans during the prior calendar month over the related Senior Liquidation Amount for that Distribution Date.

  • Senior Funded Debt means all Funded Debt (except Funded Debt, the payment of which is subordinated to the payment of the Notes).