Payoff Amounts definition

Payoff Amounts has the meaning set forth in Section 6.3.

Payoff Amounts has the meaning set forth in Section 7.2(h).

Payoff Amounts shall have the meaning set forth in Section 5.09(d).

Examples of Payoff Amounts in a sentence

• In the event any Discounted Pay-off Amount is remitted in accordance with the terms of the Note Sales Agreement by the Mezzanine Borrower directly to the related Discounted Pay-off Holder, for purposes of this Section 3 and the calculation of distributions to the Holders pursuant to Section 3(a) hereof, any such Discounted Pay-off Amounts shall be deemed to have been paid to the Servicer and remitted to the applicable Discounted Pay-off Holder.

• WFBC shall be entitled to rely upon the notices provided herein of Gateway Weekly Payoff Amounts, Specified Disputed Amounts and Confirmed Disputed Amounts, as applicable, for all purposes without the need to verify or otherwise confirm the validity thereof.

• Subject to the terms and conditions of the Debt Commitment Letter, the net proceeds contemplated from the Committed Financing will be in an amount sufficient to pay the Payoff Amounts, all amounts required in connection with the Redemptions and to pay the expenses reasonably expected to be incurred in connection with this Agreement and the other transactions contemplated hereby (such amount, the “Required Amount”).

• Inclusion of these improvements is considered to equal or exceed the energy performance target.

• For the avoidance of doubt, to the extent that any Indebtedness of the Company shall exist as at the Closing Date, Hightimes may elect to reduce the amount of the Merger Shares (valued at $1.00 per share of Hightimes Common Stock) by such Payoff Amounts and make payment of such Payoff Amounts directly to the applicable creditor(s).

More Definitions of Payoff Amounts

Payoff Amounts is defined in Section 2.2(a)(ii).

Payoff Amounts means the calculation of the overall amounts still outstanding, as principal and interest, as of the Closing Date under the Credit Facility Agreements and necessary to prepay them in full on the Closing Date, inclusive of any break up costs, prepayment fees or other similar costs or fees, to be indicated by each of the lenders under the Credit Facility Agreements (provided that for those facilities which are multi-purpose (cash plus guarantees) only the cash utilization thereof shall be taken into account) in the Payoff Letters.

Payoff Amounts. As defined in Section 3.2(f). “Permits” - As defined in Section 5.17. “Permitted Liens” means (i) security given by Seller to a public utility or any Governmental Authority when required in the Ordinary Course but only to the extent that the obligation secured at the Closing Date is adjusted in favour of Purchaser on the Closing Balance Sheet; (ii) easements, including rights of way for, or reservations or rights of others relating to, sewers, water lines, gas lines, pipelines, electric lines, telegraph and telephone lines and other similar products or services and any registered restrictions or covenants that run with the land, provided that there has been compliance with the provisions thereof and that they do not affect the ability of Purchaser to carry on the Business as it has been carried on in the past; (iii) zoning by laws, ordinances or other restrictions as to the use of real property, and agreements with other Persons registered against title to the lands, provided that they do not in the aggregate and will not materially and adversely affect the ability of Purchaser to carry on the Business as it has been carried on in the past, (iv) Liens for Taxes, assessments or other claims by a Governmental Authority not yet delinquent or the amount or validity of which is being contested in good faith by appropriate proceedings or for which an appropriate reserve or security deposit is established by Seller therefor, and (v) rights of landlords under leases. “Person” means any natural person, corporation, limited liability company, partnership, firm, joint venture, joint-stock company, trust, association, unincorporated entity or organization of any kind, Governmental Authority or other entity of any kind. “Preferred Shares” means the Class B preferred shares of the capital of Seller which will be issued and outstanding as at the Closing Date, as more particularly described in the Reorganization. “Preliminary Allocation Schedule” – As defined in Section 1.7(a) and attached hereto as Exhibit A. “Prepaids” - As defined in clause (ii) of the definition of Purchased Assets.

Payoff Amounts means the Payoff Amount (Existing Notes), the Payoff Amount (Existing Senior Facilities Agreement) and the Close-out Amount (Existing Hedging).

Payoff Amounts has the meaning set forth in the Recitals.

Payoff Amounts means the sums of money necessary to satisfy the Estimated Company Indebtedness and the Estimated Sellers’ Transaction Expenses to the extent paid at Closing.

Payoff Amounts means and amount equal to (i) outstanding principal and interest of $59,018.83 under the Note dated August 2, 2011 and (ii) outstanding principal and interest of $101,889.42 under the Note dated January 30, 2012. “PCAOB” has the meaning ascribed to it in Section 3.15.