SCL Debt definition

SCL Debt means for SCL an amount equal to all indebtedness (including interest thereon) for borrowed money in relation to third party loans made to SCL, for which SCL is liable and for which SCL would account for the same as a liability on its balance sheet as at the Closing Date, provided such debt was incurred to further the business of SCL and any debt incurred by SCL on and after the date of this Agreement shall be subject to the approval of the board of directors of the Vendor as a pre-condition to being included in the SCL Debt amount and SCL Debt shall also include any loan of funds or fund advances made by SCL to the Vendor, less any amount of loan of funds or fund advances made by the Vendor to SCL. For greater clarity, “SCL Debt” shall not include any obligations under operating leases, trade payable, or accrued expenses arising in the Ordinary Course of Business of SCL.
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Examples of SCL Debt in a sentence

  • If the Purchaser objects to any matter in the SCL Debt Statement or the amount of the SCL Debt as set out therein, the Purchaser shall give notice to the Vendor no later than two (2) Business Days prior to the Closing Date.

  • If the Purchaser does not give the Vendor a notice that it objects to the SCL Debt as provided in the SCL Debt Statement, on or before two (2) Business Days prior to the Closing Date, the Purchaser shall be deemed to have accepted the SCL Debt Statement and the calculation of the amount of the SCL Debt as set out therein which shall be final and binding on the Parties for the purpose of this Agreement.

  • Norwegian interested parties must present tax certificates for VAT from the tax collector (county revenue office) and tax certificates for tax issued by the Director of the Tax Collection Office/chief municipal treasurer (form RF-1244 from the Directorate of Taxes) in the municipality where the interested party has its main office.

  • The Parties acknowledge and agree that notwithstanding the above, SCL shall remain responsible for the payments of the SCL Debt and following the Closing Date, the Vendor’s responsibility for such debt shall be restricted to placing the Debt Satisfaction Shares under the control of the Debt Satisfaction Committee to be dealt with in the manner as set out above.

  • On a date that is at least five (5) Business Days prior to the Closing Date; the Vendor shall deliver to the Purchaser a draft of the list of debts comprising the SCL Debt as at the Closing Date (the “SCL Debt Statement”).

  • The decision of the Independent UK Accountant as to the SCL Debt Statement and the SCL Debt amount as stated therein shall be final and binding upon the Parties and shall constitute the SCL Debt for purposes of this Agreement.

  • In the event that there remains any of the Debt Satisfaction Shares and/or funds from the sale of the Debt Satisfaction Shares following the payment of the SCL Debt and the Simplex Debt, such shares and/or amount shall be available for the SCL Line of Credit on such terms as determined by the Debt Satisfaction Committee, and agreed to by the Vendor, which shall include at least the following terms.

  • The Independent UK Accountant shall, as promptly as practicable (but in any event within 45 days following its appointment), make a determination of the SCL Debt Statement, based solely on written submissions of the Parties given by them to the Independent UK Accountant.

  • Until such time as the Purchaser shall have accepted both of the SCL Debt Statement and Simplex Debt Statement, the Debt Satisfaction Committee shall not use any of the proceeds from the sale of the Debt Satisfaction Shares to pay any of the SCL Debt and Simplex Debts but shall be free to use such proceeds to pay any expenses of the Debt Satisfaction Committee and its members incurred to carry out their duties under this Agreement.

Related to SCL Debt

  • Intercompany Indebtedness means Indebtedness of Company or any of its Subsidiaries which is owing to Company or any of its Subsidiaries.

  • Company Indebtedness means any obligations and liabilities created, issued or incurred by the Purchased Entities for borrowed money, including without limitation, bank loans, notes payable, capital lease obligations, guarantees of indebtedness for borrowed money of others, and all principal, interest, fees, prepayment penalties or other amounts due or owing with respect thereto.

  • Second Lien Indebtedness means the Indebtedness of the Loan Parties owing to the Second Lien Agent and the Second Lien Lenders under the Second Lien Credit Agreement, which Indebtedness is on terms and conditions reasonably acceptable to the Collateral Agent.

  • Permitted Secured Indebtedness any Secured Indebtedness that:

  • Indebtedness means, with respect to any Person, without duplication: