Trailing Liabilities definition

Trailing Liabilities means, at any date of determination, the Borrower's consolidated continuing obligations (including Guarantee Liabilities) with respect to Dispositions by the Borrower or one of its Subsidiaries prior to such date of determination, as determined in accordance with GAAP and reflected in a schedule in form reasonably acceptable to the Agent provided pursuant to SECTION 8.1.5.
View Source

Examples of Trailing Liabilities in a sentence

  • Together with the quarterly Compliance Certificate referred to in SECTION 8.1.1(D), a schedule of the Borrower's consolidated Trailing Liabilities together with a reconciliation thereof to the Borrower's consolidated balance sheet.

  • In addition to the Escrow Amount, prior to Closing, Seller shall estimate the amount of outstanding, accrued or unpaid Liabilities and Indebtedness owed by the Company as of the Closing Date, including but not limited to salaries, commissions, employment taxes, and accounts payable (the "Trailing Liabilities"); and leave a cash balance in the Company's checking account at Closing, in the amount of at least two hundred percent (200%) of such estimate (the "Cash Amount").

  • Sixty (60) days after Closing, the Company shall provide Seller with an accounting of all post-closing payments by the Company of Trailing Liabilities from the Cash Amount and transfer the remaining balance of the Cash Amount to Seller.

  • In the event the Cash Amount is insufficient to satisfy the entire amount of the Trailing Liabilities, payment shall be made immediately by Seller to Buyer, until Buyer has been reimbursed, in full, for the total amount of the Trailing Liabilities.

Related to Trailing Liabilities

  • Hedging Liabilities means the Liabilities owed by any Debtor to the Hedge Counterparties under or in connection with the Hedging Agreements.

  • Parent Liabilities shall have the meaning set forth in Section 2.3(b).

  • Intra-Group Liabilities means the Liabilities owed by any member of the Group to any of the Intra-Group Lenders.

  • Contingent Liabilities means, respectively, each obligation and liability of the Credit Parties and all such obligations and liabilities of the Credit Parties incurred pursuant to any agreement, undertaking or arrangement by which any Credit Party either: (i) guarantees, endorses or otherwise becomes or is contingently liable upon (by direct or indirect agreement, contingent or otherwise, to provide funds for payment, to supply funds to, or otherwise to invest in, a debtor, or otherwise to assure a creditor against loss) the indebtedness, dividend, obligation or other liability of any other Person in any manner (other than by endorsement of instruments in the course of collection), including without limitation, any indebtedness, dividend or other obligation which may be issued or incurred at some future time; (ii) guarantees the payment of dividends or other distributions upon the shares or ownership interest of any other Person; (iii) undertakes or agrees (whether contingently or otherwise): (A) to purchase, repurchase, or otherwise acquire any indebtedness, obligation or liability of any other Person or any property or assets constituting security therefor; (B) to advance or provide funds for the payment or discharge of any indebtedness, obligation or liability of any other Person (whether in the form of loans, advances, stock purchases, capital contributions or otherwise), or to maintain solvency, assets, level of income, working capital or other financial condition of any other Person; or (C) to make payment to any other Person other than for value received; (iv) agrees to lease property or to purchase securities, property or services from such other Person with the purpose or intent of assuring the owner of such indebtedness or obligation of the ability of such other Person to make payment of the indebtedness or obligation; (v) to induce the issuance of, or in connection with the issuance of, any letter of credit for the benefit of such other Person; or (vi) undertakes or agrees otherwise to assure or insure a creditor against loss. The amount of any Contingent Liability shall (subject to any limitation set forth herein) be deemed to be the outstanding principal amount (or maximum permitted principal amount, if larger) of the indebtedness, obligation or other liability guaranteed or supported thereby.

  • Current Liabilities are all obligations and liabilities of Borrower to Bank, plus, without duplication, the aggregate amount of Borrower’s Total Liabilities that mature within one (1) year.