Repayment of Shareholder Loans. Prior to the initial public offering of the Company, the Principals shall, and shall, together with the Warrantors, cause the other relevant senior officers of the Group Companies to fully repay the Offshore Shareholder Loans and Onshore Shareholder Loans, as applicable.
Repayment of Shareholder Loans. The Purchaser shall, or shall cause the relevant Group Companies to, fully repay (a) the Onshore Shareholder Loans within five (5) Business Days after the Closing Date, and (b) the Offshore Shareholder Loans within five (5) Business Days after it receives the Seller’s notice in accordance with Section 2.7(c), regardless of whether the Seller agrees or disagrees with the Accounting Firm’s calculation of the Closing Examination Final Purchase Price.
Repayment of Shareholder Loans. 11.8.1 Subject to clause 11.8.2 below, Shareholder Loans (other than any Shareholder Loans for Additional Contributions, which shall be repaid first) shall only be repaid pro rata to the principal amounts outstanding at the time of repayment.
Repayment of Shareholder Loans. By Closing the Selling Shareholders shall have repaid any amounts which are owed and outstanding by them to any Acquired Company, and no amounts shall be owed and outstanding with respect to loans made by any Acquired Company to the Selling Shareholder or any other employee. 6.10. Closing Balance Sheets and Closing Consideration Certificate; Post-Closing Purchase Price Adjustment (a) Not later than 90 Business Days following the Closing, the Purchaser shall prepare and deliver to the Selling Shareholders: (x) final audited solo balance sheets and statements of income for each of the Acquired Companies as of the Closing Date prepared in accordance with US GAAP (the “Closing Balance Sheets”); and (y) a certificate setting forth the final Closing Consideration Certificate Data as of Closing based on GAAP (the “Closing Consideration Certificate”), which shall be set forth on an accompanying spreadsheet. The Selling Shareholders shall assist and make available all necessary information to enable the preparation of the Closing Balance Sheets and the Closing Consideration Certificate. - 32 - (b) If the Selling Shareholders agree to the Closing Consideration Certificate prepared by the Purchaser, it will be final and binding on the Parties. (c) If the Selling Shareholders disagree with the Purchaser's Closing Consideration Certificate, the Selling Shareholders must give notice of an objection to the Purchaser no later than 20 Business Days after receipt of the Closing Consideration Certificate. Failure to do so will be deemed to be agreement of the Selling Shareholders to the Closing Consideration Certificate prepared by the Purchaser. The Parties must attempt to reach an agreement on the disputed matters no later than 15 Business Days after the Purchaser's receipt of the Selling Shareholder's objection. If the Parties are unable to reach an agreement within this time limit, either Party may demand that the disputed matters be referred to the Expert. (d) The Expert will decide on the disputed matters in accordance with the Agreement and will revise the Closing Consideration Certificate to the extent that the Expert's decision on the disputed matters deviates from the Closing Consideration Certificate prepared by the Purchaser. If the decision of the disputed matters depends on an accounting estimate, the Expert must make an independent estimate on the basis of what he considers to be fair and reasonable under the Agreement. The Expert is not authorised to decide o...
Repayment of Shareholder Loans. All indebtedness of the Company for loans from Shareholders shall be paid in full.
Repayment of Shareholder Loans. Within thirty (30) days of the Closing Date, Buyer will cause the Companies to repay loans due to Sellers in the amount reflected on the Companies' audited November 30, 1997 financial statement.
Repayment of Shareholder Loans. On or before the Closing Date, Target Corporation must repay $226,752.77 representing all principal and interest on the XCD Shareholder Loans. If, on or prior to the Closing Date, neither XCD nor Merger Subsidiary shall have paid the XCD Shareholder Loans, Merger Subsidiary shall assume the obligation to pay all amounts due with respect to the XCD Shareholder Loans. The XCD Shareholder Loans are described on Schedule 3.1.1 hereto.
Repayment of Shareholder Loans. 48 9.2.5 Certificate Regarding Foreign Status.................................................... 48 9.2.6 Receipt of Audit........................................................................ 48 9.2.7 Termination of Related Party Agreements................................................. 49 9.2.8
Repayment of Shareholder Loans. The General Partners shall each repay the loans, if any and to the extent then outstanding, made by the Company to them.
Repayment of Shareholder Loans. 32 6.12 Shareholders' Agent Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32 6.13
