Certain Closing Date Transactions Clause Samples
The 'Certain Closing Date Transactions' clause defines specific actions or transactions that must occur on the closing date of an agreement, such as the transfer of funds, delivery of documents, or completion of regulatory filings. In practice, this clause outlines the sequence and conditions under which these transactions are to be executed, ensuring that all parties fulfill their obligations simultaneously or in a coordinated manner. Its core function is to provide a clear framework for the final steps of a deal, minimizing the risk of misunderstandings or incomplete performance at closing.
Certain Closing Date Transactions. The Borrower shall have (x)(i) obtained ratings for the Credit Facilities no worse than Ba3 from ▇▇▇▇▇’▇, no worse than BB- from S&P and no worse than BB- from Fitch Ratings, Inc. and (ii) received at least $1,500 million of gross proceeds from one or more private offering or other debt or equity facilities, the Initial Term B Loans, an inventory monetization transaction and/or a junior lien credit facility; provided that, if the LMBE-MC Facility is not refinanced on the Closing Date, the amount of gross proceeds required to be received shall be reduced by the aggregate net amount outstanding under the LMBE-MC Facility on the Closing Date or (y) received at least $1,800 million of gross proceeds from one or more private offering or other debt or equity facilities, the Initial Term B Loans, an inventory monetization transaction and/or a junior lien credit facility; provided that, if the LMBE-MC Facility is not refinanced on the Closing Date, the amount of gross proceeds required to be received shall be reduced by the aggregate net amount outstanding under the LMBE-MC Facility on the Closing Date.
Certain Closing Date Transactions. The Borrower shall have (x)(i) obtained ratings for the Credit Facilities no worse than Ba3 from ▇▇▇▇▇’▇, no worse than BB- from S&P and no worse than BB- from Fitch Ratings, Inc. and (ii) received at least $1,500 million of gross proceeds from one or more private offering or other debt or equity facilities, the Initial Term B Loans, an inventory monetization transaction and/or a junior lien credit facility; provided that, if the LMBE-MC Facility is not refinanced on the Closing Date, the amount of gross proceeds required to be received shall be reduced by the aggregate net amount outstanding under the LMBE-MC Facility on the Closing Date or (y) received at least $1,800 million of gross proceeds from one or more private offering or other debt or equity facilities, the Initial Term B Loans, an inventory monetization transaction and/or a junior lien credit facility; provided that, if the LMBE-MC Facility is not refinanced on the Closing Date, the amount of gross proceeds required to be received shall be reduced by the aggregate net amount outstanding under the LMBE-MC Facility on the Closing Date. ARTICLE VIICONDITIONS PRECEDENT TO ALL CREDIT EVENTS UNDER THE REVOLVING CREDIT FACILITY AND THE ISSUANCE OF LETTERS OF CREDIT AFTER THE CLOSING DATE. The agreement of each Lender to make any Revolving Loan requested to be made by it on any date (excluding Revolving Loans required to be made by the Revolving Lenders in respect of Unpaid Drawings pursuant to Section 3.04), and the obligation of any L/C Issuer to issue Letters of Credit on any date, is subject to the satisfaction or waiver of the conditions precedent set forth in the following Sections Error! Reference source not found. and 7.02, provided that the conditions precedent set forth in Section Error! Reference source not found. shall not be required to be satisfied with respect to the Borrowings on the Closing Date: Section
Certain Closing Date Transactions. The Borrower shall have received, or will substantially contemporaneously with the occurrence of the Closing Date, receive at least $1,500,000,000 of gross proceeds from the 2024 Notes.