Examples of Indebtedness to be Repaid in a sentence
In furtherance thereof, the Company shall obtain, prior to the Closing Date, one or more customary pay-off letters, in a form acceptable to the Purchaser, executed by the administrative agents, lenders or other relevant creditor under any Indebtedness to be Repaid, in each case, setting forth all amounts necessary to be paid in order to fully discharge such Indebtedness and any Liens related thereto and in a form reasonably acceptable to Purchaser (the “Pay-Off Letters”).
By: /s/ Xxxx Xxx Name: Xxxx Xxx Title: Chief Financial Officer ACKNOWLEDGED AND AGREED WITH RESPECT TO SECTION 10.21 AS OF THE DATE FIRST ABOVE WRITTEN: SOCIÉTÉ GÉNÉRALE, as Exiting Lender By: /s/ Xxxxx Robuuc Name: Xxxxx Robuuc Title: Director ITEM 5.1.6. Indebtedness to be Repaid.
Prior to the Closing, the Company shall cause each obligee of Indebtedness to be Repaid to submit a payoff letter (or other appropriate documentation with respect to the satisfaction and cancelation of the Preferred Stock Obligations) with respect to such Indebtedness to be Repaid (including all ancillary obligations thereto (including interest, fees and prepayment premiums) for payoff as of close of business on the Closing Date.
On or prior to the Closing Date, as directed by the Representative, the Company and its Subsidiaries shall pay and discharge any Closing Date Indebtedness to be Repaid not included in the calculation of the Closing Date Purchase Price, or such Indebtedness shall be paid by Purchaser on the Closing Date out of the payments due hereunder.
As consideration for the purchase of the Shares at Closing, subject to the provisions of this Agreement and the adjustments and payments set forth in Section z.r and Section z.a, the Buyer shall pay to the Seller the "Consideration" which shall be an amount equal to the Enterprise Value, p/us anyActual Cash, less the Indebtedness to be Repaid, less the Transaction Expenses, plus or minus the difference between the Actual Net Working Capital and the Target Net Working Capital.