Discharge of Indebtedness. No later than the Closing Date, Northrop Grumman will discharge, and will cause each of its Subsidiaries and Affiliates (other than the Company or any of its Subsidiaries) to discharge, without cost to the Company or any of its Subsidiaries, any and all intercompany accounts and all intercompany Contracts, except as otherwise provided by this Agreement and the Ancillary Agreements. With respect to intra-company Indebtedness of the Company and its Subsidiaries, prior to the Closing Date, Northrop Grumman shall provide BCP with a schedule listing the debtor and creditor entities and the amount of such intra-company Indebtedness, and Northrop Grumman shall discharge or cause to be discharged prior to the Closing Date any such intra-company Indebtedness requested by BCP to be discharged, provided that such discharge shall not cause any adverse tax consequences or other costs to Northrop Grumman and its Affiliates that are not indemnified by Parent pursuant to this Agreement.
Discharge of Indebtedness. Subject to Section 9.05 hereof but otherwise notwithstanding anything to the contrary contained herein, it is hereby agreed that upon satisfaction or discharge by payment or otherwise of the whole of the Indebtedness and other moneys due under this Charge all the provisions herein contained shall cease to be of any effect but without prejudice to the Chargee's rights and remedies against the Chargor in respect of any antecedent claim or breach of covenant.
Discharge of Indebtedness. The Borrower and each Subsidiary of the Borrower shall promptly pay and discharge any and all Indebtedness and lawful claims which, if unpaid, might become a Lien or charge upon the Collateral, except such as may be contested or disputed in good faith or for which arrangements for deferred payment have been made, provided appropriate reserves are maintained, to the satisfaction of the Lender, for the eventual payment thereof.
Discharge of Indebtedness. The Sellers shall discharge all of their indebtedness and cause to be discharged all of the indebtedness of Renaissance, DCS and Applied Tactical Systems, Inc. promptly after the Closing out of the Purchase Price received hereunder.
Discharge of Indebtedness. Notwithstanding anything to the contrary contained herein, it is hereby agreed that on the satisfaction by payment or otherwise of the whole of the Selling Price and other moneys due under this Agreement and the other documents creating security for the Facility all the provisions herein contained shall cease to be of any effect but without prejudice to the Bank's rights and remedies against the Customer in respect of any antecedent claim or breach of covenant.
Discharge of Indebtedness. If the Agency shall pay or cause to be paid, or there shall otherwise be paid, to the Owners of all Outstanding Bonds the interest due thereon and the principal thereof, at the times and in the manner stipulated therein and in this Indenture, then the Owners of such Bonds shall cease to be entitled to the pledge of Pledged Revenues, and all covenants, agreements and other obligations of the Agency to the Owners of such Bonds under this Indenture shall thereupon cease, terminate and become void and be discharged and satisfied. In such event, the Trustee shall execute and deliver to the Agency all such instruments as may be desirable to evidence such discharge and satisfaction, and the Trustee shall pay over or deliver to the Agency all money or securities held by them pursuant to this Indenture which are not required for the payment of the interest due on and the principal or Accreted Value of such Bonds other than the moneys, if any, in the Rebate Fund. Bonds for the payment of which money shall have been set aside (through deposit by the Agency or otherwise) to be held in trust by the Trustee for such payment at the maturity or redemption date thereof shall be deemed, as of the date of such setting aside, to have been paid within the meaning and with the effect expressed in the first paragraph of this section. Any Outstanding Bonds shall prior to the maturity date thereof be deemed to have been paid within the meaning and with the effect expressed in the first paragraph of this section if (1) there shall have been deposited with the Trustee either money in an amount which shall be sufficient, or Federal Securities (including any Federal Securities issued or held in book-entry form on the books of the Department of the Treasury of the United States of America) the principal of and the interest on which when paid will provide money which, together with the money, if any, deposited with the Trustee at the same time, shall be sufficient to pay when due the interest due and to become due on such Bonds on and prior to the maturity date thereof, and the principal or Accreted Value of such Bonds (the sufficiency of such amounts to be appropriately verified), (2) the Agency shall have given the Trustee in form satisfactory to it irrevocable instructions to mail, as soon as practicable, a notice to the Owners of such Bonds that the deposit required by (1) above has been made with the Trustee and that such Bonds are deemed to have been paid in accordance with this s...
Discharge of Indebtedness. The outstanding balance under (i) a line of credit extended to Kos Investments by Wachovia Bank N.A. and (ii) a loan from Mxxx Xxxxxxx to Kos Investments pursuant to an unsecured promissory note and, in each case, all amounts due thereunder or under the applicable loan agreements or note, respectively, shall be fully paid and discharged at or prior to the Closing and Acquiror shall have received payoff and termination letters in a form reasonably satisfactory to Acquiror with respect to each such obligation (the “Payoff Letters”).
Discharge of Indebtedness. As evidenced by his execution hereof, except as otherwise provided herein, Xxxxxx hereby waives and forgives any amounts owing to him by Lakota.
Discharge of Indebtedness. 40 7.16 Cooperation in Financing....................................................................41 7.17 Updated Financial Statements................................................................41 7.18 Stockholders' Agreement and Transition Services Agreement...................................42 7.19 Transaction and Monitoring Fee Agreement....................................................42 7.20
Discharge of Indebtedness. 33 7.15 Approval of Stockholders. . . . . . . . . . . . . . . . . . . 33 VIII. COVENANTS OF THE PARENT AND THE ACQUIROR. . . . . . . . . . . . . . . 33
