Indebtedness Statement definition
Examples of Indebtedness Statement in a sentence
The Company shall have delivered to the Purchaser the Closing Date Indebtedness Statement in accordance with Section 3.2.
Based on the Estimated Closing Indebtedness Statement and the Supporting Documentation, the Purchaser and the Vendor will agree upon the amount required to satisfy all Closing Indebtedness.
If the Seller does not provide Buyer with the Closing Indebtedness Protest Notice within the Protest Period, then the Closing Indebtedness Statement delivered by Buyer pursuant to Section 2.05(a) shall be final, conclusive and binding on the Parties as the Final Indebtedness.
If the Closing Indebtedness set forth in the Estimated Closing Indebtedness Statement is greater than the Closing Indebtedness set forth in the Closing Indebtedness Statement, the Purchaser will pay the amount of such difference to the Vendor within 5 Business Days of determination of the Closing Indebtedness Statement as set out in Section 2.4(b).
Copies of the Payoff Letters, delivered in accordance with Section 8.1(f) hereof, shall be attached to the Closing Date Indebtedness Statement.
The Independent Accountant shall allow each of the Parties to submit, in writing, their respective positions regarding the Estimated Closing Indebtedness Statement, and the Parties shall have the right to submit additional documents, materials and other written information.
Any amounts in the Closing Indebtedness Statement not included in the Closing Indebtedness Protest Notice (if one (1) is delivered) shall be deemed to be accepted by Seller and shall be final, conclusive and binding on the Parties for all purposes hereunder.
If an Objection Notice is not so delivered to the Vendor, the Estimated Closing Indebtedness Statement shall become the “Closing Indebtedness Statement” for the purposes hereof and the Closing Indebtedness set forth in the Estimated Closing Indebtedness Statement will be conclusive and binding on the Parties.
The Indebtedness Statement shall be based on pay-off letters received from the holders of the Indebtedness to the extent available.
If the Closing Indebtedness, as set forth in the Indebtedness Statement, is greater than the Target Indebtedness Amount, Spinco shall pay to the Company the amount of such excess within two (2) Business Days of delivery of the Indebtedness Statement, by wire transfer of immediately available United States funds.