Assumed Indebtedness. 1.1(d) Existing Financing Leases
Assumed Indebtedness. The Sellers and their respective Affiliates shall have been released and discharged from any and all obligations under the Assumed Indebtedness, and Sellers shall have received such payoff letters, releases or other further assurances thereof from third parties as the Sellers may reasonably request.
Assumed Indebtedness. Subject to the Property dropping, prepayment and delayed closing mechanism for the Assumed Indebtedness under Section 7.14, all conditions required by the holders of the Assumed Indebtedness for Purchaser to assume the Assumed Indebtedness shall have been satisfied, including delivery of all legal opinions, subordination of management agreements, and other instruments required by the holders of the Assumed Indebtedness to be delivered by Purchaser.
Assumed Indebtedness. (a) Schedule 4.11(a) of the Disclosure Schedule lists (i) the Assumed Indebtedness, (ii) all of the Properties that have ever been encumbered by the Assumed Indebtedness, (iii) the principal amount thereof outstanding as of the date set forth thereon, (iv) all of the notes, agreements and instruments evidencing and securing the Assumed Indebtedness, as the same may have been amended or supplemented from time to time, including, without limitation, any guaranties and any ancillary documents (collectively, the "Assumed Loan Documents"), and (v) the amount of any escrows or deposits held or established in connection with the Assumed Indebtedness as of as September 30, 2002. Seller has delivered to Purchaser complete and correct copies of the Assumed Loan Documents. Seller or the applicable Subsidiaries are current in all payments of principal and interest due under each Assumed Loan Document through the most recent scheduled payment date.
Assumed Indebtedness. The parties hereto agree that the Wickliffe IRBs shall be treated as Assumed Indebtedness for all purposes, except for purposes of determining the Final Cash Consideration pursuant to Article II. The parties hereto acknowledge and agree that in no event shall the Wickliffe IRBs be included in any calculation of Assumed Indebtedness, Estimated Assumed Indebtedness or Final Assumed Indebtedness.
Assumed Indebtedness. Any indebtedness or other obligations expressly assumed by or taken subject to by Lessor, existing on the Commencement Date and, secured by a mortgage, deed of trust or other security agreement in or on the related Leased Property.
Assumed Indebtedness. The parties hereto acknowledge and agree that, to (the extent that (i) the Capital Charge (as defined in the Facilities Agreement between Seller and the Upper Potomac River Commission, dated as of November 8, 2001 (the “Facilities Agreement”)) payable by Purchaser and/or its Designated Affiliates following the Closing does not exceed (x) $892,934.16 (or such other amount determined using a proportionate share of the Capital Charge other than 28.11%, as determined in accordance with Section 6.01 of the Facilities Agreement) in the aggregate through final maturity of the 2001 UPRC IRBs (either amount, the “Aggregate Capital Charge”), and (y) $26,782 (or such other amount determined using a proportionate share of the Capital Charge other than 28.11%, as determined in accordance with Section 6.01 of the Facilities Agreement) per annum (either amount, the “Per Annum Capital Charge,”) and (ii) Purchaser and/or its Designated Affiliates have no obligations with respect to the 2001 UPRC IRBs other than as set forth in the Facilities Agreement, the 2001 UPRC IRBs shall be treated as Assumed Indebtedness for all purposes, except for purposes of determining the Final Cash Consideration pursuant to Article II, and shall not be included in any calculation of Assumed Indebtedness, Estimated Assumed Indebtedness, or Final Assumed Indebtedness. The parties hereto also acknowledge and agree that, to the extent that the Capital Charge payable by Purchaser and/or its Subsidiaries following the Closing either (i) does exceed (x) on an aggregate basis through final maturity, the Aggregate Capital Charge, or (y) on a per annum basis, the Per Annum Capital Charge, or (ii) the Purchaser and/or its Designated Affiliates have obligations with respect to the 2001 UPRC IRBs other than as set forth in the Facilities Agreement, the 2001 UPRC IRBs shall be included in any calculation of Assumed Indebtedness, Estimated Assumed Indebtedness, or Final Assumed Indebtedness, in each case for purposes of determining the Final Cash Consideration pursuant to Article II, but only to the extent of such excess or additional obligation, or, if such determination is made after Final Assumed Indebtedness is finally determined, Seller shall pay Purchaser or its Designated Affiliate the amount of such excess or the amount in respect of such additional obligation.
Assumed Indebtedness. The Sellers shall have delivered to Purchaser, in form reasonably satisfactory to it, evidence of the amount of Assumed Indebtedness.
Assumed Indebtedness. Sellers shall provide to Buyer letters from each of the holders of the Assumed Indebtedness dated no earlier than 30 days prior to the Closing Date, approving the transfer of the Interests to the Buyer, setting forth the amount of principal and interest outstanding as of the Closing Date, and stating that there has not been, and there does not currently exist, any default under any of the Assumed Indebtedness. Such letters shall be referred to collectively as the "Lenders' Approvals."
