Discharge of Debts pay and discharge in accordance with relevant agreement relating to the same all debts and obligations which by law have priority over the Security Interests hereby constituted;
Discharge of Debts. To the extent necessary and required to transfer, convey, assign and deliver the Assets to Buyer on the Closing Date free and clear of all liens and encumbrances, Seller shall hereafter promptly and fully satisfy and discharge all of its debts, liabilities and obligations when due, or shall obtain full releases from the same or make sufficient provisions to pay the same or to be released therefrom, all to the satisfaction of Buyer. Seller shall not make any distribution to its shareholders until all liabilities and obligations incurred on or prior to the Closing, and all liabilities and obligations arising out of any contract, agreement or other arrangement entered into on or prior to the Closing, have been paid and discharged in full or an amount sufficient therefor has been set aside for payment thereof.
Discharge of Debts pay and discharge in accordance with relevant agreement [Singapore Group Debenture] relating to the same all debts and obligations which by law have priority over the Security Interests hereby constituted;
Discharge of Debts. The Creditors other than the Deferred Creditor must accept their entitlements under this deed of company arrangement in full satisfaction and complete discharge of Claims which they have or claim to have against the Company as at the Commencement Date and each of them will, if called upon to do so, execute and deliver to the Company such forms of release of any such Claim as the Administrators require.
Discharge of Debts. From and after the Closing Date, Genius shall promptly ------------------ and fully satisfy and discharge all of its indebtedness and any other liabilities and obligations then due and all such other indebtedness, liabilities and obligations as they become due as related to Genius' Assets which were incurred on or prior to the Closing Date, except for the Assumed Liabilities, or any liabilities specifically imposed upon by Autodesk by the provisions of this Agreement or any other related agreement which is referenced herein, and such liabilities and obligations as Genius shall be contesting in good faith. From and after the Closing Date and to the extent that Genius is or could be affected adversely thereby, Autodesk shall promptly and fully satisfy and discharge all of its indebtedness and any other liabilities and obligations then due and all such other indebtedness, liabilities and obligations as they become due which are related in any way to Genius' Assets after the Closing Date, as well as all Assumed Liabilities, except for such liabilities and obligations as Autodesk shall be contesting in good faith and except for any liabilities specifically imposed upon by Autodesk by the provisions of this Agreement or any other related agreement which is referenced herein.
Discharge of Debts. Except as otherwise provided in the Plan, in accordance with Section 1141(d) of the Bankruptcy Code, the Company and the Reorganized Company shall receive a discharge of its debt. Except as otherwise provided in the Plan, in accordance with Section 1141(b) of the Bankruptcy Code, all property of the Company shall vest and revest in the Reorganized Company free and clear of all Liens, Claims, Encumbrances and interest.
Discharge of Debts. 23 ARTICLE V - ADDITIONAL AGREEMENTS.................................................................................... 23 5.1
Discharge of Debts. Sellers jointly and severally agree promptly and in due course to discharge any and all of the debts, claims, and expenses of each Seller which relate to the Business or the Facilities and which are not specifically assumed or agreed to be discharged by Buyer pursuant to this Agreement. The liabilities to be discharged by the Sellers shall include without limitation: [i] all short-term or long-term liabilities of the Sellers, whether or not shown on the books of the Sellers as of the Closing; [ii] any liabilities whether or not required by GAAP to be recorded on the books of the Sellers for accrued vacation and sick pay leave, compensatory time medical insurance benefits, qualified plan benefits and other employee-related obligations through the Closing; [iii] all taxes which relate to the operation of the Business by the Sellers through the Closing, including liability of the Sellers for federal income taxes or New York, New Jersey or Connecticut franchise and excise taxes, sales, use or other taxes for that portion of 1997 which ends with the Closing Date; [iv] liability for all sums payable to third parties for goods or services ordered by, shipped to or received by the Sellers at or prior to the Closing; and [v] within 5 months after the Closing, all other obligations of the Sellers of any kind whether known or unknown, except for executory contracts, which exist as of the Closing or which arise after the Closing and are based on any act, omission, transaction or circumstance occurring on or before the Closing unless such liability is specifically assumed or agreed to be discharged by Buyer pursuant to this Agreement, and any other liability from the provision of services by the Sellers on or prior to the Closing.
Discharge of Debts. The Company shall hereafter promptly and fully ------------------ satisfy and discharge all its debts, liabilities and obligations when due (except, after the Closing Date, the Assumed Liabilities) except such debts, liabilities and obligations as the Company shall be contesting in good faith, or shall obtain full releases from the same or make sufficient provisions to pay the same or to be released therefrom, all to the satisfaction of the Buyer.
Discharge of Debts. Prior to the Actual Closing Date, and excluding only the Line of Credit described in Section 1.4.4 and the Promissory Note described in Section 1.4.5, Seller shall promptly pay when due its debts, liabilities and obligations associated with the Selected Assets and the Assumed Contracts, or shall obtain full releases from the same or make sufficient provisions to pay the same or to be released therefrom.
