Payoff Instructions definition

Payoff Instructions shall have the meaning given to such term in Section 1D(iii).
Payoff Instructions is defined in Section 5.15.
Payoff Instructions has the meaning set forth in Section 1.2(c). “Permits” has the meaning set forth in Section 3.11. “Permitted Liens” means (A) any Lien for Taxes, assessments or other governmental levies, fees or charges which are not due and payable as of the Closing Date, or being contested in good faith by appropriate proceedings and for which adequate reserves have been established on the Financial Statements or Estimated Closing Balance Sheet of the Company in accordance with GAAP; (B) mechanics liens and similar liens for labor, material or supplies provided with respect

Examples of Payoff Instructions in a sentence

  • At the Closing, Parent shall pay by wire transfer of immediately available funds to the accounts designated in the Payoff Instructions the full amount of the Company Transaction Expenses, as set forth in, and in accordance with, the Payoff Instructions.

  • The Company hereby agrees that Parent and the Surviving Company shall not be responsible or liable to pay any Company Transaction Expenses that are not identified in the Payoff Instructions.

  • The Company shall use commercially reasonable effort to include copies of final invoices from each such payee set forth in the Transaction Expenses Payoff Instructions other than any employee or former employee of the Company (subject to redaction to preserve confidential information of the Stockholder or attorney-client communications).

  • At least two (2) Business Days prior to the Closing, the Sellers shall deliver the Transaction Expenses Payoff Instructions to Buyer.

  • The Transaction Expenses Payoff Instructions shall have been delivered to the Buyer pursuant to ‎Section 5.16(b).

  • Debt Payoff Letters; Transaction Expenses Payoff Instructions 54 Section 5.17.

  • At or prior to the Closing, the Company shall pay to the designated recipients in accordance with the Payoff Instructions any unpaid Transaction Expenses which are required to be paid by Company at or as a result of Closing.

  • The Company hereby agrees that Parent and Buyer shall not be responsible or liable to pay any Company Transaction Expenses that are not identified in the Payoff Instructions.

  • Together with the delivery of the Payoff Instructions, the Company shall deliver to Parent receipts and releases evidencing payment (or the final amount, if to be paid at Closing) of the Transaction Expenses.

  • Prior to the Closing, the Company shall have delivered to Parent an invoice duly executed by each payee referred to in the Transaction Expenses Payoff Instructions in form and substance reasonably satisfactory to Parent in which the payee shall agree that, upon payment of the amounts specified in the Transaction Expenses Payoff Instructions, all obligations of the Company to such payee to date shall be repaid, discharged and extinguished in full.


More Definitions of Payoff Instructions

Payoff Instructions has the meaning set forth in Section 1.7(e).
Payoff Instructions has the meaning ascribed thereto in Section 2.2(b) of this Agreement.
Payoff Instructions has the meaning specified in Section 2.3(k) hereof.
Payoff Instructions has the meaning set forth in Section 6.16.