Purchaser Debt definition

Purchaser Debt means (a) all indebtedness for borrowed money, and (b) all obligations evidenced by notes, bonds, debentures or other similar instruments of the Purchaser and its Subsidiaries.
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Purchaser Debt means the $425,000 owing from 236 Ontario to the Purchaser.
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Purchaser Debt the net position of funding supplied by the Purchaser to the Group between the Effective Time and the Completion Accounts Effective Time;
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Examples of Purchaser Debt in a sentence

  • The Purchaser shall use all reasonable endeavours to obtain and consummate the Purchaser Debt Finance at Completion.

  • The Sellers hereby consent to the use of its logos in connection with the OpCo Purchaser Debt Financing or the PropCo Purchaser Debt Financing so long as such logos are used solely in a manner that is not intended or reasonably likely to harm, disparage or otherwise adversely affect Seller, its Affiliates or any of the Acquired Companies.

  • The balance of the Purchaser Debt after the Set-Off will be paid within ten (10) days from the completion date of the Proposed Rights Issue.

  • So long as any Purchaser Debt remains outstanding, the Company shall maintain in full force and effect its corporate existence, rights and franchises and all licenses and other rights to use material Intellectual Property owned or possessed by it and reasonably deemed to be necessary to the conduct of its business.

  • PropCo Purchaser shall promptly after execution deliver to Seller copies of any amendment, replacement, supplement, modification or waiver to the PropCo Purchaser Debt Commitment Letter or any PropCo Purchaser Definitive Financing Agreements.

  • The maximum Liability of the Purchaser Non-Recourse Persons in connection with the matters set forth in this Section 7.3(a) and subject to the terms and conditions herein shall be limited to an amount equal to the amount specified herein as the Purchaser Debt Termination Fee.

  • The Parties acknowledge and agree that in no event will Purchaser be required to pay both the Purchaser Debt Termination Fee and the Purchaser Termination Fee, or either of the foregoing, on more than one occasion.

  • BFood shall pay the full amount of the Purchaser Debt to BGroup within 30 days from the date the Proposed Rights Issue is announced as having been terminated.

  • BFood and BGroup agree that the total subscription price for the Vendor Entitlement (“Vendor Entitlement Amount”) will be satisfied by way of a set-off against the Purchaser Debt, of an amount equivalent to the Vendor Entitlement Amount (“Set-Off”).

  • BFood’s obligations to the Vendor in respect of the Purchaser Debt are then deemed discharged.


More Definitions of Purchaser Debt

Purchaser Debt means, as of any specified date, the amount equal to the sum (without any double-counting) of the following payment obligations (whether or not then due and payable), to the extent they are of the Purchaser or guaranteed by the Purchaser, including through the grant of a security interest upon any assets of the Purchaser: (i) all outstanding indebtedness for borrowed money owed to third parties; (ii) accrued interest payable with respect to indebtedness referred to in clause (i); (iii) all payment obligations for the deferred purchase price of property or services (including any potential future earn-out, purchase price adjustment, releases of “holdbacks” or similar payments, but excluding any such obligations to the extent there is cash being held in escrow exclusively for purposes of satisfying such obligations); (iv) all payment obligations evidenced by notes, bonds, debentures or other similar instruments (whether or not convertible) or arising under indentures; (v) all payment obligations arising out of any financial hedging, swap or similar arrangements; (vi) all payment obligations as lessee that would be required to be capitalized in accordance with GAAP; (vii) all payment obligations in connection with any letter of credit, banker’s acceptance, guarantee, surety, performance or appeal bond; and (viii) the aggregate amount of all prepayment premiums, penalties, breakage costs, “make whole amounts,” and other payment obligations of such Person that would arise (whether or not then due and payable) if all such items under clauses (i) through (vii) were prepaid, extinguished, unwound and settled in full as of such specified date. For the avoidance of doubt, neither Taxes nor any Transaction Expense shall constitute “Purchaser Debt.”
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Purchaser Debt has the meaning set forth in Section 6.13(a). --------------
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Related to Purchaser Debt

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

  • Final Closing Indebtedness has the meaning set forth in Section 3.3(b).

  • Company Indebtedness means all indebtedness of the Company (including without limitation, any loans, advances, letters of credit, bank overdrafts, capital lease obligations and all other indebtedness of any kind including interest, principal and fees).

  • Purchaser Documents has the meaning set forth in Section 6.2.

  • Assumed Indebtedness means Indebtedness of a Person which is (a) in existence at the time such Person becomes a Restricted Subsidiary of the Borrower or (b) is assumed in connection with an Investment in or acquisition of such Person, and has not been incurred or created by such Person in connection with, or in anticipation or contemplation of, such Person becoming a Restricted Subsidiary of the Borrower.

  • Estimated Closing Indebtedness has the meaning set forth in Section 2.4(a).

  • Closing Indebtedness means the Indebtedness of the Company that remains outstanding and unpaid as of immediately prior to the Closing.

  • Closing Debt means the aggregate principal amount of, and accrued interest on, all Debt of the Company as of the close of business on the day immediately preceding the Closing Date.

  • Purchaser Default has the meaning set forth in Section 12.2 (a).

  • Closing Date Indebtedness means the aggregate amount of Indebtedness, determined as of and immediately prior to the Closing.

  • Intercompany Indebtedness means Indebtedness of Company or any of their respective Subsidiaries which is owing to any member of such group.

  • Closing Indebtedness Amount has the meaning set forth in Section 1.4.

  • Permitted Secured Indebtedness any Secured Indebtedness that:

  • Acquisition Indebtedness any Indebtedness of the Company or any of its Subsidiaries that has been issued 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 Company, any of its Subsidiaries or the person(s) or assets to be acquired); provided that (a) the release of the proceeds thereof to the Company and 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 Company and 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).

  • Seller Note means the promissory note evidencing Xxxxxxxx’s repayment obligations in respect of the Seller Loan.

  • Surviving Indebtedness has the meaning specified in Section 7.02(s).

  • 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).

  • Seller Notes means any promissory note or notes issued by the Borrower or a Restricted Subsidiary of the Borrower in respect of any acquisition permitted hereunder as consideration in connection with such acquisition, but that is not in the nature of an earn-out obligation or similar deferred or contingent obligation.

  • Existing Indebtedness means Indebtedness of the Company and its Subsidiaries (other than Indebtedness under the Credit Agreement) in existence on the Issue Date, until such amounts are repaid.

  • Seller Documents has the meaning set forth in Section 3.2.

  • Permitted Existing Indebtedness means the Indebtedness of the Borrower and its Subsidiaries identified as such on Schedule 1.1.1 to this Agreement.

  • Debt Purchase Transaction means, in relation to a person, a transaction where such person:

  • Loan Closing means the date on which an executed Loan Agreement between the Trust and a Borrower is delivered pursuant to this Bond Resolution.

  • Bridge Notes means the series of notes, of which this Note is a part, dated on or about the date hereof, each of which are identical, other than the date of the Note, identity of the Holder and principal amount of this Note.

  • Seller’s Closing Documents as defined in Section 3.2(a).

  • Assumed Debt has the meaning set forth in Section 2.2.