VaporBeast Seller Debt definition

VaporBeast Seller Debt means the indebtedness evidenced by those certain five unsecured promissory notes, each dated as of November 30, 2016, made by NTC in favor of (a) Xxxxxxx X. Xxxxxxxx, in the original principal amount of $660,000, (b) Xxxxxx X. Xxxxxxx, in the original principal amount of $200,000, (c) Xxxxxxx X. Xxxx, in the original principal amount of $540,000, (d) Xxxx X. Xxxxxx, in the original principal amount of $540,000, and (e) Xxxxxxx X. Xxxxxx, in the original principal amount of $60,000.
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VaporBeast Seller Debt means the indebtedness evidenced by those certain five unsecured promissory notes, each dated as of November 30, 2016, made by NTC in favor of (a) Xxxxxxx X. Xxxxxxxx, in the original principal amount of $660,000, (b) Xxxxxx X. Xxxxxxx, in the original principal amount of $200,000, (c) Xxxxxxx X. Xxxx, in the original principal amount of $540,000, (d) Xxxx X. Xxxxxx, in the original principal amount of $540,000, and (e) Xxxxxxx X. Xxxxxx, in the original principal amount of $60,000. “Voting Interests” of any Person means Ownership Interests of any class or classes (however designated) having ordinary power for the election of directors or other similar governing body of such Person (including general partners of a partnership), other than Ownership Interests having such power only by reason of the happening of a contingency. “Wholly‑owned Subsidiary” means, at any time, any Subsidiary of which all of the issued and outstanding Ownership Interests (other than directors’ qualifying Ownership Interests as required by law) are owned by any one or more of the Borrower and the Borrower’s other Wholly‑owned Subsidiaries at such time. “Withholding Agent” means any Loan Party and the Administrative Agent. “Write-Down and Conversion Powers” means, with respect to any EEA Resolution Authority, the write-down and conversion powers of such EEA Resolution Authority from time to time under the Bail-In Legislation for the applicable EEA Member Country, which write-down and conversion powers are described in the EU Bail-In Legislation Schedule. -36- Section
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Related to VaporBeast Seller Debt

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

  • Seller Entities means the Seller and its affiliates other than the Buyer Entities;

  • 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).

  • Seller Group means, at any time, the group of companies comprised of Xxxxx Fargo & Company and its subsidiaries at that time.

  • Sellers has the meaning set forth in the preamble.

  • Seller has the meaning set forth in the Preamble.

  • Receivables Sellers means the Company and those Subsidiaries (other than Receivables Entities) that are from time to time party to the Permitted Receivables Facility Documents.

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

  • Buyer has the meaning set forth in the preamble.

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

  • Seller Notes means the series of unsecured, subordinated promissory notes in the initial aggregate principal amount of $100 million issued to Globetrotter Co-Investment B LP and to the selling equity holders of Lakeland Holdings, LLC (including the intragroup back-to-back notes issued by certain Debtors to other Debtors related thereto) and the guarantees provided by Lakeland Seller Finance, LLC in respect thereof, in connection with that certain Sale and Merger Agreement dated as of November 8, 2017, by and among WS Holdings Acquisition, Inc., as Purchaser, WS Holdings, Inc. as Blocker Corp., Lakeland Holdings, LLC as the Company, Lakeland Merger Sub II, LLC as Merger Sub, Globetrotter Co-Investment B LP as Blocker Seller and, solely in its capacity as Representative in accordance with the terms of the Sale and Merger Agreement, Metalmark Management II LLC.

  • Final Closing Indebtedness means the aggregate amount of Closing Indebtedness set forth in the Final Closing Statement.

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

  • 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.

  • Buyer Group has the meaning set forth in Section 15.1.

  • Target Companies means the Company and its Subsidiaries.

  • Buyer Parties has the meaning set forth in the Preamble.

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

  • Seller Parties has the meaning set forth in the preamble to this Agreement.

  • Assumed Liabilities has the meaning set forth in Section 2.3.

  • Purchased Asset Documents means, with respect to a Purchased Asset, the documents comprising the Purchased Asset File for such Purchased Asset.

  • Seller Ancillary Documents means any certificate, agreement, document or other instrument, other than this Agreement, to be executed and delivered by the Seller or any Affiliate of the Seller in connection with the transactions contemplated hereby, including, but not limited to the Transaction Documents.

  • Other Sellers shall have the meaning set forth in Section 10.4.

  • Pre-Closing Environmental Liabilities means all environmental conditions at or arising from operations at the Owned Real Property at any time prior to the Closing Date, irrespective of the date of its discovery, including arising as a result of the presence or any Release of any Hazardous Substance on, at, under or migrating onto or from the Owned Real Property, including any environmental conditions on, at, under or migrating onto or from the Owned Real Property in Schedule 1.1(3).

  • Seller Obligations means all present and future indebtedness, reimbursement obligations, and other liabilities and obligations (howsoever created, arising or evidenced, whether direct or indirect, absolute or contingent, or due or to become due) of the Seller to any Purchaser Party, Seller Indemnified Party and/or any Affected Person, arising under or in connection with this Agreement or any other Transaction Document or the transactions contemplated hereby or thereby, and shall include, without limitation, all obligations of the Seller in respect of the Seller Guaranty and the payment of all Capital, Yield, Fees and other amounts due or to become due under the Transaction Documents (whether in respect of fees, costs, expenses, indemnifications or otherwise), including, without limitation, interest, fees and other obligations that accrue after the commencement of any Insolvency Proceeding with respect to the Seller (in each case whether or not allowed as a claim in such proceeding).

  • Buyer Entities means, collectively, Buyer and all Buyer Subsidiaries.