Transferred Indebtedness definition

Transferred Indebtedness has the meaning specified in the definition of Assumed Liabilities.
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Transferred Indebtedness means the Indebtedness listed in Section 1.01(b) of the Disclosure Schedule.
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Transferred Indebtedness means an amount equal to the total Indebtedness of the Acquired Subsidiaries at the Effective Time.
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Examples of Transferred Indebtedness in a sentence

  • Upon the terms and subject to the conditions contained herein, on the Closing Date, AAPT Seller shall sell, convey, transfer, assign and deliver to Buyers and Buyers shall purchase and accept from AAPT Seller (subject to allocation between Buyer Parent and Buyer OP as Buyers may determine), all of AAPT Seller's right, title and interest in and to the Acquired Equity Interests owned by it, excluding only the Excluded Assets, subject to the AAPT Transferred Indebtedness and Permitted Encumbrances.

  • Schedule 4.12 accurately and completely lists on a loan by loan basis: (i) the outstanding principal balance of the Transferred Indebtedness as of June 30, 1998, (ii) the interest rate borne by the Transferred Indebtedness, (iii) the maturity date of the Transferred Indebtedness and (iv) any right of any lender of any of the Transferred Indebtedness to participate in any sale or refinancing proceeds relating to any of the properties identified on Schedules 4.4(a)(1) and 4.4(a)(2).

  • Seller will satisfy (or cause to be satisfied) in full when due all Taxes with respect to any Acquired Company with respect to any Pre-Closing Tax Period (including, for the avoidance of doubt, Taxes attributable to the Pre-Closing Straddle Period, as defined in Section 5.8(e)) to the extent not reflected in the Closing Statement as Transferred Indebtedness (all of such Taxes being the “Pre-Closing Taxes”).

  • Upon the terms and subject to the conditions set forth herein, on the Closing Date, each CAP Seller shall contribute and convey or cause to be contributed and conveyed, to Buyer OP, and Buyer OP shall accept all right, title, and interest in and to the Contributed Assets, in each case excluding the Excluded Assets and the Excluded Liabilities, subject in each case to the CAP Transferred Indebtedness and Permitted Encumbrances (the transaction described in this Section 2.2(a), the "Contribution").

  • Illustrative examples of the calculations of Adjusted Net Working Capital, Cash, Capital Expenditure Amounts and Transferred Indebtedness are set forth on Schedules 2.2(a), 2.2(b), 2.2(c) and 2.2(d), respectively.


More Definitions of Transferred Indebtedness

Transferred Indebtedness is defined in Section 3.4(d).
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Transferred Indebtedness means the AAPT Transferred Indebtedness and the CAP Transferred Indebtedness.
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Transferred Indebtedness. Schedule 2.08
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Related to Transferred Indebtedness

  • Excluded Indebtedness means all Indebtedness not incurred in violation of Section 6.01.

  • 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.

  • Permitted Secured Indebtedness any Secured Indebtedness that:

  • Acquisition Indebtedness means any Indebtedness of the Loan Parties that has been issued for the purpose of financing, in part, the acquisition of an Acquired Entity or Business.

  • Consolidated Senior Secured Indebtedness means, as of any date of determination, Consolidated Total Indebtedness as of such date that is not subordinated in right of payment to the Secured Obligations and is secured by a Lien on the Collateral securing the Loan Document Obligations.

  • Consolidated Secured Indebtedness means, as of any date of determination, Consolidated Total Debt that is secured by a Lien on any assets of Borrower and its Subsidiaries.

  • Receivables Facility Attributed Indebtedness means the amount of obligations outstanding under a receivables purchase facility on any date of determination that would be characterized as principal if such facility were structured as a secured lending transaction rather than as a purchase.

  • 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).

  • Related Indebtedness means any and all indebtedness paid or payable by Borrower to Administrative Agent or any Lender pursuant to any Loan Document other than any Note.

  • Permitted Indebtedness means, without duplication, each of the following:

  • Restricted Indebtedness means Indebtedness of Holdings, the Borrower or any Subsidiary, the payment, prepayment, repurchase or defeasance of which is restricted under Section 6.09(b).

  • Consolidated First Lien Indebtedness means Consolidated Indebtedness that is secured by a first priority Lien (other than Permitted Liens) on assets of any Borrower or Restricted Subsidiary.

  • Permitted Subsidiary Indebtedness means any of the following:

  • Applicable Indebtedness has the meaning specified in the definition of “Weighted Average Life to Maturity.”

  • Attributable Receivables Indebtedness at any time means the principal amount of Indebtedness which (i) if a Permitted Receivables Facility is structured as a secured lending agreement, would constitute the principal amount of such Indebtedness or (ii) if a Permitted Receivables Facility is structured as a purchase agreement, would be outstanding at such time under the Permitted Receivables Facility if the same were structured as a secured lending agreement rather than a purchase agreement.

  • Closing Date Indebtedness means the aggregate amount of Indebtedness of the Company as of immediately prior to the Closing.

  • Other Permitted Indebtedness means (a) accrued expenses and current trade accounts payable incurred in the ordinary course of the Borrower’s business which are not overdue for a period of more than 90 days or which are being contested in good faith by appropriate proceedings, (b) Indebtedness (other than Indebtedness for borrowed money) arising in connection with transactions in the ordinary course of the Borrower’s business in connection with its securities transactions, derivatives transactions, reverse repurchase agreements or dollar rolls to the extent such transactions are permitted under the Investment Company Act and the Borrower’s Investment Policies (after giving effect to any Permitted Policy Amendments), provided that such Indebtedness does not arise in connection with the purchase of Portfolio Investments other than Cash Equivalents and U.S. Government Securities and (c) Indebtedness in respect of judgments or awards that have been in force for less than the applicable period for taking an appeal so long as such judgments or awards do not constitute an Event of Default under clause (l) of Article VII.

  • Permitted Acquisition Indebtedness means Indebtedness (including Disqualified Stock) of the Company or any of the Restricted Subsidiaries to the extent such Indebtedness was Indebtedness:

  • Designated Indebtedness has the meaning assigned to such term in the Guarantee and Security Agreement.

  • Unrestricted Subsidiary Indebtedness of any Unrestricted Subsidiary means Indebtedness of such Unrestricted Subsidiary

  • Refinanced Indebtedness shall have the meaning provided in the definition of the term “Permitted Refinancing Indebtedness”.

  • Senior Secured Indebtedness means, with respect to any Person as of any date of determination, any Specified Indebtedness; provided that such Indebtedness is in each case secured by a Lien on the assets of the Issuer or its Restricted Subsidiaries on a basis pari passu with or senior to the security in favor of the Notes.

  • Balloon Indebtedness means Long-Term Indebtedness, 25% or more of the original principal amount of which becomes due (either by maturity or mandatory redemption) during any consecutive twelve-month period, if such principal amount becoming due is not required to be amortized below such percentage by mandatory redemption or prepayment prior to such twelve-month period.

  • Contribution Indebtedness means Indebtedness or Disqualified Stock of the Company or any Restricted Subsidiary in an aggregate principal amount not greater than the aggregate amount of cash contributions (other than the proceeds from the issuance of Disqualified Stock or any cash contribution by an Issuer or a Restricted Subsidiary) made to the capital of the Company or a Restricted Subsidiary after the Issue Date (whether through the issuance of Capital Stock or otherwise); provided that such Contribution Indebtedness is incurred within 180 days after the making of the related cash contribution.

  • Funded Indebtedness means, as to any Person at a particular time, without duplication, all of the following, whether or not included as indebtedness or liabilities in accordance with GAAP:

  • Acquired Indebtedness means, with respect to any specified Person,