AZ Sun Sample Clauses

AZ Sun. AZ Sun should procure written consent from IFC under Loan Agreement dated 24 May 2013 approving the Transaction. (i) AZR Five (a) Compliance with financial covenants including debt service coverage ratio; (b) Submission of capital and operating budget; (ii) AZR Genco (a) Compliance with financial covenants including debt service coverage ratio; (b) Submission of capital and operating budget; (iii) AZR One (a) Compliance with financial covenants including debt service coverage ratio; (b) Submission of capital and operating budget. BALANCE RG CONDITIONS PRECEDENT PART A: CONDITIONS PRECEDENT FOR RG1 SPV (a) The RG Warranties shall be true, correct, accurate and not misleading in all respects as of the RG Closing Date. (b) AZI shall have provided a confirmation that no Approvals are required to transfer the Balance RG1 Sale Shares to the Purchaser. (c) AZI shall have provided a confirmation that no Unwinding Event has occurred. (d) The RG1 Notes shall have been repaid/redeemed and the Sellers shall not be restricted by the terms of the RG1 Bond Document to transfer full legal title and beneficial ownership of the Balance RG1 Sale Shares to the Purchaser. (e) Azure Power Energy Limited shall have provided a no-dues certificate stating that there are no outstanding dues owed by the RG1 SPV under the relevant Onshore Debt Documents, in the form set out in Exhibit E. (f) The Existing Share Pledges over the Balance RG1 Sale Shares shall have been released. (g) The Sellers shall have delivered to the Purchaser the Tax Status Report in relation to the Balance RG1 Sale Shares. PART B: CONDITIONS PRECEDENT FOR RG2 SPVs (a) The RG Warranties shall be true, correct, accurate and not misleading in all respects as of the RG Closing Date. (b) AZI shall have provided a confirmation that no Approvals are required to transfer the Balance RG2 Sale Shares to the Purchaser. (c) AZI shall have provided a confirmation that no Unwinding Event has occurred; (d) The RG2 Notes shall have been repaid/redeemed and the Sellers shall not be restricted by the terms of the RG2 Bond Document to transfer full legal title and beneficial ownership of the Balance RG2 Sale Shares to the Purchaser. (e) The Existing Share Pledges over the Balance RG2 Sale Shares shall have been released. (f) The corporate guarantee given by the RG2 SPVs under the Deed of Guarantee dated 16 December 2019 shall have been released and there shall be no obligations of the RG2 SPVs outstanding under such corporate guara...
Sample 1
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Related to AZ Sun

  • Operating Partnership Operating Partnership shall have the meaning set forth in the preamble of this Agreement.

  • Merger Sub At the Effective Time, each share of common stock, par value $0.01 per share, of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into one share of common stock, par value $0.01 per share, of the Surviving Corporation.

  • Merger of Merger Sub into the Company Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time (as defined in Section 1.3), Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease. The Company will continue as the surviving corporation in the Merger (the "Surviving Corporation").

  • Buyer (Buyer) will take title 16 to the Property described below as Joint Tenants Tenants In Common Other .

  • Expenses of the Selling Shareholders The Selling Shareholders, jointly and severally, will pay all expenses incident to the performance of their respective obligations under, and the consummation of the transactions contemplated by, this Agreement, including (i) any stamp and other duties and stock and other transfer taxes, if any, payable upon the sale of the Securities to the Underwriters and their transfer between the Underwriters pursuant to an agreement between such Underwriters, and (ii) the fees and disbursements of their respective counsel and other advisors.

  • LYTLE, JR Notary Public

  • Newco Prior to the Effective Time, Newco shall not conduct any business or make any investments other than as specifically contemplated by this Agreement and will not have any assets (other than the minimum amount of cash required to be paid to Newco for the valid issuance of its stock to the Parent).

  • SELLERS 20 The member states initially anticipate that they will provide a monetary allowance to sellers 21 under Model 2 based on the following:

  • Certificate of Selling Shareholders At Closing Time, the Representatives shall have received a certificate of an Attorney-in-Fact on behalf of each Selling Shareholder, dated as of Closing Time, to the effect that (i) the representations and warranties of each Selling Shareholder contained in Section 1(b) hereof are true and correct in all respects with the same force and effect as though expressly made at and as of Closing Time and (ii) each Selling Shareholder has complied in all material respects with all agreements and all conditions on its part to be performed under this Agreement at or prior to Closing Time.

  • Parent A parent, legal guardian or person in parental relation to the Student.

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