Repayment of Funded Debt Sample Clauses

Repayment of Funded Debt. At the Closing, and subject to the other terms and conditions set forth in this Agreement, (a) Parent or Merger Sub shall make available to the Company, or pay directly, an amount in cash sufficient to pay the aggregate outstanding Funded Debt, (b) the Company, if such amount is not paid directly by Parent or Merger Sub, shall apply such cash to repay the Funded Debt, and (c) the Company shall cause the applicable agent under the Credit Agreement to deliver to Parent (i) a pay-off letter, in form and substance reasonably satisfactory to Parent, evidencing the satisfaction of all liabilities under the Credit Agreement (other than any indemnity obligation for unasserted claims that by its terms survives the termination of the Credit Agreement) upon receipt of the amounts set forth in such pay-off letter and (ii) a release in customary form concurrently with the payment of amounts specified in the pay-off letter referred to in clause (i) above of all Liens with respect to the capital stock, property and assets of the Company and its Subsidiaries relating to the Credit Agreement.
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Repayment of Funded Debt. At least three (3) days prior to the Closing, Sellers shall notify Buyer of the amount necessary to repay at the Closing all Funded Debt. If Buyer elects to repay all Funded Debt at the Closing, the Sellers will arrange to have representatives of the lender or lenders present to, or will otherwise make provision for, tender to Buyer at the Closing evidence of the payment and discharge of the Funded Debt and releases of all security interests on the assets of the Company and the Subsidiaries securing the Funded Debt.
Repayment of Funded Debt. Immediately prior to the Effective Time, (a) Acquiror or Merger Sub shall make available to the Company, or pay directly to the applicable lenders, an amount sufficient to pay all amounts owing with respect to the aggregate Funded Debt of the Company and any interest thereon accrued and unpaid in the ordinary course of business (other than the portion of the aggregate Funded Debt of the Company and any interest thereon accrued and unpaid in the ordinary course of business attributable to the Notes (which are addressed in Section 6.4)), (b) the Company, if such amount is not paid directly to the applicable lenders by Acquiror or Merger Sub, shall apply such cash to pay all amounts owing with respect to the aggregate Funded Debt of the Company and any interest thereon accrued and unpaid in the ordinary course of business (other than the portion of the aggregate Funded Debt of the Company and any interest thereon accrued and unpaid in the ordinary course of business attributable to the Notes) and (c) the Company shall reasonably cooperate with Acquiror in connection with Acquiror’s repayment of the aggregate Funded Debt of the Company and any interest thereon accrued and unpaid in the ordinary course of business.
Repayment of Funded Debt. Prior to the Closing, the Company shall deliver to the Acquiror a payoff letter from each lender of the Existing Credit Facilities (and any other indebtedness for borrowed money to banks or financial institutions, if any), which payoff letter shall state the amount of the applicable Funded Debt owed to such lender and that, if such amount is paid to such lender on the Closing Date (or thereafter, if any applicable per diem amounts are paid), such lender will release any and all Liens that it may have with respect to the Company, the Company Subsidiaries and their assets. At the Closing, the Acquiror shall pay in full (on behalf of the Company), or shall cause the Company to pay in full (and shall provide sufficient funds to the Company to enable it to make such payments), an amount equal to the Funded Debt as set forth in such payoff letters for the Closing Date by wire transfer of immediately available funds in the amounts and to the lenders identified such payoff letters.
Repayment of Funded Debt. At Closing, the Surviving Corporation shall repay in full all indebtedness of the Company and its Subsidiaries (as defined below) owing under (i) the Loan and Security Agreement dated June 27, 1996, as amended and in effect from time to time, between Fleet Capital Corporation and Labtec, and agreements and documents relating thereto (together, the "Fleet Facility"), and (ii) the Subordinate Loan and Warrant Purchase Agreement dated September 6, 1994, as amended and in effect from time to time, among Banc One Capital Partners Corporation, Banc One Capital Partners II, Limited Partnership and the Company, and agreements and documents relating thereto (together, the "Banc One Obligation") for borrowed money, together with all accrued and unpaid interest thereon through the Closing Date and all prepayment penalties and other obligations due in respect thereof upon repayment and termination (collectively, the "Funded Debt").
Repayment of Funded Debt. The Company shall have caused S.Z. Investments, L.L.C., to be repaid in full, or shall have made adequate provision for the prompt
Repayment of Funded Debt. Subject to the receipt of the financing contemplated by the Commitment Letters and provided that Funded Debt (excluding Capitalized Leases) does not exceed the sum of (i) $229,500,000 plus (ii) Permitted Additional Debt, Merger Sub shall cause the Surviving Company to repay, at Closing, the amounts reflected in the payoff letters and releases with respect to the Fleet Credit Agreement, the Senior Subordinated Notes and the Aspen Credit Agreement described in Section 6.2(h)(ii).
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Repayment of Funded Debt. At the Closing, and subject to the other terms and conditions set forth in this Agreement, (a) Acquiror shall make available to the Company, or pay directly to each of the Company’s creditors as set forth on a schedule to be delivered by the Company to Acquiror at least three Business Days prior to the Closing, an amount sufficient to pay each of the Company’s creditors the amount owing to each such creditor under the Credit Agreements outstanding on the Closing Date immediately prior to the Closing, (b) the Company, if such amount is not paid directly by Acquiror, shall apply such cash to pay all amounts owing under the Credit Agreements outstanding on the Closing Date immediately prior to the Closing and (c) the Company shall cause (i) each of its Subsidiaries to be fully and irrevocably released at Closing from all liabilities (other than Continuing Obligations) and Liens relating the Credit Agreements and (ii) the applicable lenders of amounts under the Credit Agreements outstanding on the Closing Date immediately prior to the Closing to deliver to Acquiror (A) payoff letters (or other evidence in form and substance reasonably satisfactory to Acquiror) with respect to all of the amounts outstanding on the Closing Date immediately prior to the Closing evidencing the satisfaction of all liabilities (other than Continuing Obligations) thereunder upon receipt of the amounts set forth therein and (B) releases in customary forms concurrently with the repayment of obligations giving rise thereto of all Liens with respect to the capital stock, property and assets of the Company and its Subsidiaries relating to such amounts.
Repayment of Funded Debt. The Buyer will agree to repay the loans to Vel-A-Tran xxxm Raymxxx Xxxxxxxx, Xxsmx Xxxxxxxx xxx Enterprise Bank by wire transfer of immediately available funds on the Closing Date, if the Closing is completed prior to noon. If not, the funds will be wired the following business day. Written wire transfer instructions must be delivered to New England not less than 5 days prior to the Closing. The Buyer will repay all other funded debt within a 5-business day period by issuance of checks.
Repayment of Funded Debt. Prior to the Closing, the Company shall deliver to the Purchaser payoff letters from the lender (in the case of the Credit Documents) and the holders of Holders Loan Documents (and any other indebtedness for borrowed money to banks or financial institutions, if any), which payoff letters shall state the amount of the applicable Funded Debt owed to each such lender/holder and that, if such amount is paid to such respective lender/holder on the Closing Date (or thereafter, if any applicable per diem amounts are paid), such respective lender/holder will release any and all Liens that it may have with respect to the Company and its assets. At the Closing, the Purchaser shall pay in full (on behalf of the Company), or shall cause the Company to pay in full (and shall provide sufficient funds to the Company to enable it to make such payments), an amount equal to the Funded Debt as set forth in such payoff letters for the Closing Date by wire transfer of immediately available funds in the amounts and to the lenders identified in such payoff letters.
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