Indebtedness Payment Sample Clauses

The Indebtedness Payment clause sets out the obligations of a party to pay back any debts or financial obligations incurred under an agreement. Typically, this clause details the timing, method, and conditions for repayment, such as specifying due dates, acceptable payment methods, and any interest or penalties for late payments. Its core function is to ensure that all parties are clear on how and when debts must be settled, thereby reducing the risk of disputes or defaults related to payment obligations.
Indebtedness Payment. At the Closing, CII shall (or shall cause -------------------- a Subsidiary to) (i) pay to BOA (for the benefit of the financial institutions party to the BOA Loan Agreement), by wire transfer of immediately available funds, an amount in cash equal to the Bank Indebtedness Payment, (ii) pay to an account or accounts designated by a Redeeming Stockholders' Representative (for the benefit of the holders of the Subordinated Notes), by wire transfer of immediately available funds, an amount in cash equal to the Subordinated Notes Indebtedness Payment, and (iii) pay to an account or accounts designated by a Redeeming Stockholders' Representative (for the benefit of the holders of the Predecessor Subordinated Notes), by wire transfer of immediately available funds, an amount in cash equal to the Predecessor Subordinated Notes Indebtedness Payment. At the Closing, a Redeeming Stockholders' Representative shall deliver to CII and the New Investors written statements from BOA, the holders of the Subordinated Notes (or their representatives), and the holders of the Predecessor Subordinated Notes (or their representatives), stating the amount due, as of the Closing Date, for the Bank Indebtedness Payment, the Subordinated Notes Indebtedness Payment, and the Predecessor Subordinated Notes Indebtedness Payment, respectively.
View SourceView Similar (3)
Indebtedness Payment. The Purchaser shall pay, or cause to be paid, on behalf of the Seller and the Acquired Companies, as applicable, the Estimated Indebtedness Amount in accordance with the Closing Statement in respect of the Indebtedness set forth on Section 1.3(h) of the Company Disclosure Schedule.
View SourceView Similar (2)
Indebtedness Payment. The Purchaser shall pay, or cause to be paid, on behalf of the Sellers, the Acquired Companies, as applicable, all Indebtedness set forth on Schedule 1.3(f) of the Disclosure Schedules in accordance with the payoff letter(s) relating to such Indebtedness delivered to the Purchaser prior to the Closing Date. (i) No later than 3 Business Days prior to the Closing Date, the Company shall deliver customary payoff letters (the "Payoff Letters"), in form and substance reasonably satisfactory to the Purchaser, from each financial institution or other lender (or the agents representing the foregoing) of the Indebtedness set forth on Schedule 1.3(f) of the Disclosure Schedules, confirming the total payment required to be made as of the Closing Date to repay in full such Indebtedness (such amounts, the "Payoff Amount"), together with pay-off instructions for making such repayment on the Closing Date, and specifying that, upon receipt of the Payoff Amount, such Indebtedness shall be deemed repaid and satisfied in full and any Liens in respect thereof shall be automatically and irrevocably released. (ii) The Purchaser shall pay, or cause to be paid, on behalf of the Sellers, the Acquired Companies, as applicable, the Payoff Amount in accordance with the Payoff Letters.
View Source

Related to Indebtedness Payment

  • Indebtedness Create, incur, assume, or be liable for any Indebtedness, or permit any Subsidiary to do so, other than Permitted Indebtedness.

  • Company Indebtedness To the extent reasonably requested by Parent, the Company shall, and shall cause its Subsidiaries to, deliver all notices and take all other actions required to facilitate (a) the termination of commitments in respect of the Company Credit Agreement and Zions Facility and the repayment in full of all obligations in respect of any Indebtedness incurred under the Company Credit Agreement or the Zions Facility, and (b) the termination, repayment, redemption or defeasance of any other Indebtedness for borrowed money incurred by any of the Company and its Subsidiaries after the date of this Agreement and the repayment in full of all obligations in respect of such Indebtedness (it being understood that the Company shall promptly and, in any event, no later than ten days prior to the Merger Closing Date notify Parent of the amount of any such Indebtedness incurred or to be incurred and expected to be outstanding on the Merger Closing Date), and the release of any Encumbrances securing any such Indebtedness described in the foregoing clauses (a) and (b) and guarantees in connection therewith on the Merger Closing Date. In furtherance and not in limitation of the foregoing, the Company and its Subsidiaries shall deliver to Parent (A) at least three Business Days prior to the Merger Closing Date, a draft payoff letter and (B) at least one Business Days prior to the Merger Closing Date, executed payoff letters, with respect to the Company Credit Agreement and the Zions Facility (the “Company Payoff Letters”) in form and substance customary for transactions of this type and in all events subject to Parent’s reasonable consent, from the lenders or other applicable third party (or an authorized agent on behalf thereof) to whom such Indebtedness is owed, which Company Payoff Letters together with any related release documentation shall, among other things, include the payoff amount (the “Company Payoff Amounts”) and provide that Encumbrances (and guarantees), if any, granted in connection therewith relating to the assets, rights and properties of the Company and its Subsidiaries securing the Company Credit Agreement and Zions Facility and any other obligations secured thereby, shall, upon the payment of the Company Payoff Amounts at or prior to the Merger Closing, be released and terminated (and, as promptly as possible following the Merger Closing if not delivered prior to such time, as applicable, termination instruments or release filings of all such Encumbrances securing such Indebtedness, in form and substance reasonably satisfactory to Parent).

  • Intercompany Indebtedness The Company shall not create, incur, assume or otherwise become or remain directly or indirectly liable with respect to any Indebtedness arising from loans from any Subsidiary to the Company unless (a) such Indebtedness is unsecured and (b) such Indebtedness shall be expressly subordinate to the payment in full in cash of the Obligations on terms satisfactory to the Administrative Agent.

  • Existing Indebtedness; Future Liens (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Indebtedness of the Parent Guarantor and its Significant Subsidiaries as of March 31, 2018 (including descriptions of the obligors and obligees, principal amounts outstanding, any collateral therefor and any Guarantees thereof, but excluding any intercompany Indebtedness), since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Indebtedness of the Parent Guarantor or its Significant Subsidiaries. No Obligor nor any Significant Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of such Obligor or such Significant Subsidiary and no event or condition exists with respect to any Indebtedness of any Obligor or any Significant Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, no Obligor nor any Significant Subsidiary has agreed or consented to cause or permit any of its property, whether now owned or hereafter acquired, to be subject to a Lien that secures Indebtedness or to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.5. (c) No Obligor nor any Significant Subsidiary is a party to, or otherwise subject to any provision contained in, any instrument evidencing Indebtedness of such Obligor or such Significant Subsidiary, any agreement relating thereto or any other agreement (including its charter or any other organizational document) which limits the amount of, or otherwise imposes restrictions on the incurring of, Indebtedness of such Obligor, except as disclosed in Schedule 5.15.

  • Additional Indebtedness This Indenture does not restrict the Corporation from incurring additional indebtedness for borrowed money or other obligations or liabilities (including Senior Indebtedness) or mortgaging, pledging or charging its properties to secure any indebtedness or obligations or liabilities.