Examples of Note Payoff in a sentence
The parties hereto acknowledge and agree that proceeds from the Loan (other than the Village Note Payoff Advance and Operating Expense Advance) (and under certain conditions as herein provided, Lessor Contributions) are to be used for purposes of financing all costs and/or expenses incurred in connection with leasing, acquiring, developing, opening, and operating the Projects described herein.
No later than one Business Day prior to the Purchase Date, (i) Loan Participant shall notify Owner Trustee of the Note Payoff Amount and the Loan Participant Charges, (ii) Indenture Trustee shall notify Owner Trustee of the Indenture Trustee Charges, and (iii) Owner Trustee shall notify PGE and Owner Participant of the Note Payoff Amount, the Loan Participant Charges, the Indenture Trustee Charges and the Owner Trustee Charges.
The Senior Note Payoff Amount will be paid and delivered to the Senior Note Holders pursuant to the terms and conditions of the Merger Agreement.
The Senior Subordinated Note Payoff Amount will be paid and delivered to the Senior Subordinated Note Holders pursuant to the terms and conditions of the Merger Agreement.
Following the completion of the Contribution, the Sale and the APCWH Note Payoff, upon the terms and subject to the conditions set forth in this Agreement, and in accordance with the DRULPA and DLLCA, at the Effective Time, Merger Sub shall be merged with and into WES, the separate limited liability company existence of Merger Sub will cease, and WES will continue its existence as a limited partnership under Delaware law as the surviving entity in the Merger (the “Surviving Entity”).
Xxxxxxxxxxx acknowledges and agrees that the portion of the Closing Payment payable to such Seller pursuant to Section 2.02(b) shall be reduced by an amount (each, a "Note Payoff Amount) equal to the outstanding balance under, and any other amounts required to satisfy and discharge in full, each applicable Management Note.
If, as of the Effective Time, the Carlyle Note Payoff Amount is less than $14,500,000, then the Exchange Ratio shall be increased by the quotient determined by dividing (x) (1) $14,500,000 reduced by the Carlyle Note Payoff Amount divided by (2) $0.70, by (y) the number of Stock Receiving BRE Shares.
At the Closing, the Company shall deliver ------- to Quercus a certificate representing the Series F Preferred (the "Preferred --------- Certificate") and a certificate representing the Warrants (the "Warrant ----------- ------- Certificate") in the form(s) set forth on of Exhibits "C" and "D," respectively, ----------- hereto against delivery to the Company of a check or wire transfer in the amount of the Series F Purchase Price less the amount of the Note Payoff.
The Seller hereby directs the Purchaser to withhold the Aggregate Employee Note Payoff Amount, solely for administrative convenience, pursuant to Section 3.1(b)(i)(iii), in deemed satisfaction of the Employee Note Payoff Amount owed by each applicable equityholder of Seller that is an obligor under an Employee Note.
By their signatures below, Seller and Buyers each hereby approve and consent to the Transaction and the Note Payoff and waive any objection to or right to exercise or assert any right or remedy that results from or is triggered by (with or without notice or lapse of time) the execution of this Agreement or the completion of the Transaction or the Note Payoff.