Closing Date Contribution Sample Clauses

Closing Date Contribution. 2.2(b)(iv) Legal Proceeding .....................................
Sample 1
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Closing Date Contribution. On the Closing Date, Calfinco shall make a Capital Contribution to the Company in cash in the amount of $31,666,667 and CEA shall make a Capital Contribution to the Company in cash in the amount of $10,000,000, subject to the satisfaction (or waiver in writing by each Member) of the following terms and conditions: (a) Execution and delivery of the Operative Documents. (b) No Termination Event or event which, with the giving of notice or passage of time (or both), would constitute a Termination Event shall have occurred and be continuing before or after giving effect to any such Capital Contribution. (c) Opinions of Vinsxx & Xlkixx xxx other parties acceptable to Calfinco and CEA shall have been delivered to the Company and the Members. Such opinions shall be addressed to the Company and the Members.
Sample 1
Closing Date Contribution. Evidence that the Closing Date Contribution shall have been duly made in compliance with all applicable laws, statutes and regulations and that the proceeds thereof, together with all Loans made on the Closing Date, shall be used, and in an amount sufficient, to finance the Acquisition, to refinance amounts outstanding under the ING Credit Agreement and to pay any fees and expenses payable hereunder on the Closing Date.
Sample 1
Closing Date Contribution. Embraer shall, at the Closing, make its Closing Date Contribution pursuant to Section 2.2(b). (e)
Sample 1
Closing Date Contribution. The Closing Date Contribution shall have been consummated in accordance with the terms of the Closing Date Contribution Documents in all material respects without any waiver, amendment, supplement or other modification that is materially adverse to the interests of the Lenders unless the Lead Arranger has consented thereto, such consent not to be unreasonably withheld, conditioned or delayed, and all conditions precedent to the consummation of the Closing Date Contribution, as set forth in the Closing Date Contribution Documents, shall have been satisfied.
Sample 1

Related to Closing Date Contribution

  • Closing Date Certificate Borrower shall have delivered to Administrative Agent an originally executed Closing Date Certificate, together with all attachments thereto.

  • Initial Contribution The member agrees to make an initial contribution to the Company of $____________.

  • Contribution Allocation The Advisory Committee will allocate deferral contributions, matching contributions, qualified nonelective contributions and nonelective contributions in accordance with Section 14.06 and the elections under this Adoption Agreement Section 3.04. PART I. [OPTIONS (a) THROUGH (d)].

  • Closing Date Balance Sheet a. Not later than sixty (60) days after the Closing, Seller shall prepare a balance sheet of the Company as of the close of business on the Closing Date (the "Closing Date Balance Sheet"), in accordance with United States generally accepted accounting principles ("GAAP") applied in a manner consistent with the accounting principles and practices applied in the preparation of the Financial Statements (as defined herein). Seller agrees to use reasonable efforts to cause the Closing Date Balance Sheet to be prepared and delivered to Purchaser within sixty (60) days after the Closing, unless such inability to deliver the Closing Date Balance Sheet is as a result of Purchaser's failure to give Seller reasonable access to the necessary books, records and/or personnel, in which event the requirement to deliver the Closing Date Balance Sheet shall be tolled until Seller is given reasonable access to the necessary documentation or personnel. The date of delivery of the Closing Date Balance Sheet to Purchaser is referred to herein as the "Delivery Date". b. Without charge by Purchaser, Purchaser shall cause its and the Company's employees to cooperate reasonably and on a timely basis and to assist Seller with the preparation of the Closing Date Balance Sheet, and shall make reasonably available to Seller and its authorized representatives the books, records, and personnel of the Company which Seller reasonably requires in order to prepare and deliver the Closing Date Balance Sheet. Purchaser and Seller shall, throughout the entire period from the date of this Agreement to the Delivery Date, meet and discuss any and all financial and business matters relating to such process and the preparation of the Closing Date Balance Sheet, and Seller shall make available its work papers for confidential inspection and review by Purchaser and Purchaser's accountants; provided, however, that Seller may omit or redact information that contains competitively sensitive information concerning Seller's or any of Seller's Affiliate's unrelated operations, contracts, customers, pricing, costs, or related matters.

  • Initial Contributions The Members initially shall contribute to the Company capital as described in Schedule 2 attached to this Agreement.

  • Additional Contributions The Member is not required to make any additional capital contribution to the Company. However, the Member may at any time make additional capital contributions to the Company in cash or other property.

  • Effective Date and Allocations If the Aggregate Commitments are increased in accordance with this Section, the Administrative Agent and the Borrower shall determine the effective date (the “Increase Effective Date”) and the final allocation of such increase. The Administrative Agent shall promptly notify the Borrower and the Lenders of the final allocation of such increase and the Increase Effective Date.

  • Catch-Up Contributions In the case of a Traditional IRA Owner who is age 50 or older by the close of the taxable year, the annual cash contribution limit is increased by $1,000 for any taxable year beginning in 2006 and years thereafter.

  • Contribution Payment To the extent the indemnification provided for under any provision of this Agreement is determined (in the manner hereinabove provided) not to be permitted under applicable law, the Company, in lieu of indemnifying Indemnitee, shall, to the extent permitted by law, contribute to the amount of any and all Indemnifiable Liabilities incurred or paid by Indemnitee for which such indemnification is not permitted. The amount the Company contributes shall be in such proportion as is appropriate to reflect the relative fault of Indemnitee, on the one hand, and of the Company and any and all other parties (including officers and directors of the Company other than Indemnitee) who may be at fault (collectively, including the Company, the "Third Parties"), on the other hand.

  • Return of Contribution Nonrecourse to Other Members Except as provided by law, upon dissolution, each member shall look solely to the assets of the Company for the return of the member's capital contribution. If the Company property remaining after the payment or discharge of the Company's debts and liabilities is insufficient to return the cash contribution of one or more members, such member or members shall have no recourse against any other member or the Board.

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