Payout Letter definition

Payout Letter means a letter or other document confirming the amount of the Credit Facility Obligations outstanding as of the Closing Date (or methodology to calculate the same), and pursuant to which the Secured Creditors undertake and confirm that, upon receipt of an amount equal to the outstanding Credit Facility Obligations as of the Closing Date, the Loan Documents will automatically be terminated and all Liabilities of the Seller and its partners and their respective Affiliates thereunder (including, for greater certainty, pursuant to Support and Affiliate Obligations), and all Liens granted to the Secured Creditors pursuant thereto, will automatically be released as of the Closing Date, and pursuant to which such Secured Creditors will undertake to perform all necessary actions to discharge their Liens in connection with the Loan Documents, including all real property Lien registrations, within the period of time following Closing agreed upon by the Secured Creditors, the Purchaser and the Seller Parent and set forth in such letter or other document, such letter or other document to be in form and substance satisfactory to the Purchaser and Seller Parent, each acting reasonably.
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Payout Letter means, with respect to the Credit Facility, a letter from HSBC Bank Canada as the lender under such Credit Facility addressed to any of the Acquired Company or the Subsidiary, which letter sets forth the Credit Facility Debt Amount required to be repaid to the lender as at the Closing Date and contains an undertaking from the lender to discharge (or grant the authority to discharge) all security interests in favour of such lender relating to the Credit Facility upon the redemption, repayment or satisfaction of all obligations in respect of the Credit Facility Debt Amount as set out in such letter;
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Payout Letter has the meaning set out in Section 3.1.
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Examples of Payout Letter in a sentence

  • No Owner may sell or otherwise transfer ownership of their property without first obtaining a Payout Letter from the Homeowners Association showing the amounts, if any, of unpaid dues or assessments as well as other charges against the property.

  • The Payout Letter in respect of the Credit Facility shall have been delivered to the Purchaser.

  • To avoid delays in reimbursement it is important to review all claim items and documentation before submission.IMPORTANT Sample Claim Payout Letter: Date LG/FN Name LG/FN Address LG/FN Address Attention: Claim Contact Name Re: Claim #: RC ### Event Name: XXXXXXXXXX Task #: ###### Please accept this letter as confirmation that the following claim has been reviewed in accordance with the Emergency Program Act, all associated regulations, and Emergency Management BC policy.

  • Subject to Section 2.05(b), Seller Parent shall have received a Payout Letter in respect of all Credit Facility Obligations.

  • Seller shall use the proceeds of the Purchase Price or so much of said proceeds as is necessary to make payment on the loan or loans in the amounts set forth in the Payout Letter or to otherwise make payments required to obtain to obtain the release of the liens described in Exhibit 2.1(a)(x).

  • Payout Letter.............................................................................

  • Subject to Section 2.05(b), Purchaser shall have received a Payout Letter in respect of all Credit Facility Obligations.

  • The liens listed on Exhibit 2.1(a)(x) have been released on or prior to Closing or Seller has obtained a payout letter (the "Payout Letter") from the lender holding the mortgage listed on Exhibit 2.1(a)(x) which commits the lender to release the liens upon payment of the sum stated in such letter.

  • Seller shall deliver either (i) a release, in recordable form, of the Liens disclosed on Exhibit 2.1(a)(x) or (ii) the Payout Letter.


More Definitions of Payout Letter

Payout Letter means, with respect to any Payout Creditor, a letter or other instrument addressed by such Payout Creditor to Purchaser and the applicable Acquired Company, setting out the Indebtedness including any "make-whole" payments, prepayment premiums or penalties for early repayment) owing to such Payout Creditor as at the Closing Date and containing an irrevocable undertaking from such Payout Creditor to terminate all financial instruments relating to such Indebtedness and to take all required actions to release and discharge at Closing all Liens in respect thereof, subject only to receipt by such Payout Creditor of the payment of such Indebtedness.
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Payout Letter has the meaning attributed to such term in Section 2.4(2).
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Related to Payout Letter

  • Performance Agreement means an agreement between an HSP and its CEO that requires the CEO to perform in a manner that enables the HSP to achieve the terms of this Agreement and any additional performance improvement targets set out in the HSP’s annual quality improvement plan under the Excellent Care for All Act, 2010;

  • Contract Letter means the letter identifying those documents which form the Contract.

  • Engagement Letter means that certain Engagement Letter, dated as of June 18, 2015, by and among the Borrower and the Arrangers.

  • Management Letter means formal communications from the auditor to the client management in accordance with the International Standard on Auditing 265 (communicating deficiencies in internal control to those charged with governance and management), which is not required to be provided separately as it is equivalent to the Audit Findings and Recommendations prepared by the Project auditor and submitted to ADB;

  • Disbursement Letter means an instructional letter executed and delivered by Borrower to Agent regarding the extensions of credit to be made on the Closing Date, the form and substance of which is satisfactory to Agent.

  • Payment Agreement means a written agreement which provides

  • Grant Letter means the letter dated March 2019 from the Commissioner to the Recipient which sets out supplementary information in relation to the Grant.

  • Investment Letter shall have the meaning specified in subsection 9.07(a).

  • Incentive agreement means the contract between the business

  • Commitment Letter has the meaning set forth in Section 5.7.

  • Premium Letter means the letter agreement dated the Closing Date among LBAC, the Issuer and the Note Insurer referring to payment of the Premium.

  • DSU Agreement means a written letter agreement between the Corporation and a Participant evidencing the grant of DSUs and the terms and conditions thereof, substantially in the form of Appendix “B”;

  • RSU Agreement means a written agreement between the Company and a Participant evidencing the terms and conditions of an individual Award of Restricted Stock Units.

  • Post Closing Letter is that certain Post Closing Letter dated as of the Effective Date by and between Collateral Agent and Borrower.

  • Placement Agreement means the Placement Agreement relating to the offering and sale of Capital Securities in the form of Exhibit C.

  • Stock Incentive Agreement means an agreement between the Company and a Participant or other documentation evidencing an award of a Stock Incentive.

  • Performance Unit Agreement means a written agreement between the Company and a Holder with respect to a Performance Unit Award.

  • Performance Milestone means an act or event specified in section 5.1 and described in section 9 of the EPLA.

  • Settlement Agreement means this agreement.

  • New Management Agreement means the management agreement to be entered into between Buyer and the Manager for the operation and management of the Hotel on and after the Closing Date.

  • RSU Award Agreement means a written agreement between the Company and a holder of a RSU Award evidencing the terms and conditions of a RSU Award grant. The RSU Award Agreement includes the Grant Notice for the RSU Award and the agreement containing the written summary of the general terms and conditions applicable to the RSU Award and which is provided to a Participant along with the Grant Notice. Each RSU Award Agreement will be subject to the terms and conditions of the Plan.

  • Performance Award Agreement means a written agreement between the Company and a Participant with respect to a Performance Award.

  • Letter Agreement means that certain letter agreement between the initial Holder hereof and the Company, dated as of August 21, 2023, pursuant to which such initial Holder agreed to exercise one or more warrants to purchase shares of Common Stock and the Company agreed to issue to the initial Holder this Warrant.

  • Vesting Agreement means each or any, as the context implies, agreement or instrument entered into by a holder of LTIP Units upon acceptance of an award of LTIP Units under an Equity Incentive Plan.

  • Investment Management Agreement means the Investment Management Agreement, dated as of the date hereof, by and between the Investment Manager and the Borrower.

  • PIPA means the Personal Information Protection Xxx 0000;