Common use of Consummation of the Transactions Clause in Contracts

Consummation of the Transactions. (i) On or prior to the Closing Date, the Equity Financing shall have been consummated in accordance with the Equity Financing Documents and all applicable Laws and (A) the Parent shall have received cash proceeds in an amount at least equal to the Minimum Equity Financing Amount, in the form of a capital contribution by the Sponsors and then immediately used all such cash proceeds to make a capital contribution to the Obligor and (B) the Obligor shall have utilized (and caused its Subsidiaries to utilize) the Minimum Equity Financing Amount received by it as provided in the preceding clause (A) to make payments owing in connection with the Transactions prior to, or concurrently with, the utilization by the Obligor of any proceeds of Loans for such purpose. (ii) On or prior to the Closing Date, (A) the Acquisition shall have been consummated in accordance with (x) the terms and conditions of the Acquisition Documents therefor (without any waiver by the Obligor or its Subsidiaries of any conditions precedent to their obligations thereunder) and (y) all applicable Laws and (B) after giving effect thereto, (x) the Permitted Holder shall be the controlling shareholder of the Obligor and its Subsidiaries and (y) the management and corporate and capital structure of the Obligor and its Subsidiaries (including without limitation the Companies) and any Equity Financing Documents (including shareholders’ agreements) related thereto shall be reasonably satisfactory to the Bank. (iii) On or prior to the Closing Date, the Lenders shall have made the Loans to the Obligor under the Credit Agreement in the aggregate amount of U.S.$350,000,000 and the Obligor shall have used such proceeds as required in the Credit Agreement. (iv) After giving effect to the consummation of the Transaction, there shall not exist (i) any Indebtedness (other than (x) the Obligations and (y) Indebtedness permitted under Section 8.04(ii) or (iii) of the Credit Agreement) of any of the Obligor and its Subsidiaries or (ii) any Liens (other than Permitted Liens) on any Equity Interests, property or assets of any of the Obligor and its Subsidiaries.

Consummation of the Transactions. (i) On or prior to the Closing Date, the Equity Financing The Acquisition shall have been consummated or shall be consummated substantially simultaneously with the initial funding of the Loans hereunder, in all material respects in accordance with the Equity Financing Documents terms of the Acquisition Agreement, without giving effect to any modifications, amendments, consents or waivers thereto that are material and all applicable Laws adverse to the Lenders or the Joint Lead Arrangers (it being understood that (i) any change of the amount of the consideration to be paid to the Seller pursuant to the Acquisition Agreement (the “Seller Consideration”) that is either (x) an increase in the aggregate Seller Consideration or (y) a decrease in the aggregate Seller Consideration in excess of 7.5% of the total value of the Seller Consideration shall, in each case, be deemed to be material and adverse to the interest of the Lenders and the Joint Lead Arrangers and (Aii)(x) any change of the amount of Seller Consideration that is a decrease in the aggregate Seller Consideration that is less than or equal to 7.5% of the total value of the Seller Consideration or (y) the Parent consummation of any Required Divestiture, shall have received cash proceeds in an amount at least equal not be deemed material and adverse to the Minimum Equity Financing Amount, in interest of the form of a capital contribution by Lenders and the Sponsors and then immediately used all such cash proceeds to make a capital contribution to the Obligor and (B) the Obligor shall have utilized (and caused its Subsidiaries to utilize) the Minimum Equity Financing Amount received by it as provided in the preceding clause (A) to make payments owing in connection with the Transactions prior to, or concurrently with, the utilization by the Obligor of any proceeds of Loans for such purposeJoint Lead Arrangers. (ii) On or The Termination Date (as defined in, and as may be extended pursuant to, the Acquisition Agreement) shall not have occurred prior to the Closing Date, (A) the Acquisition shall have been consummated in accordance with (x) the terms and conditions initial funding of the Acquisition Documents therefor (without any waiver by the Obligor or its Subsidiaries of any conditions precedent to their obligations thereunder) and (y) all applicable Laws and (B) after giving effect thereto, (x) the Permitted Holder shall be the controlling shareholder of the Obligor and its Subsidiaries and (y) the management and corporate and capital structure of the Obligor and its Subsidiaries (including without limitation the Companies) and any Equity Financing Documents (including shareholders’ agreements) related thereto shall be reasonably satisfactory to the BankLoans hereunder. (iii) On or prior to Contemporaneously with the Closing Dateinitial funding of the Loans hereunder, the Lenders Refinancing shall have made the Loans to the Obligor under the Credit Agreement in the aggregate amount of U.S.$350,000,000 and the Obligor shall have used such proceeds as required in the Credit Agreementbeen consummated. (iv) After Immediately prior to the initial funding of the Loans hereunder, no payment default or payment event of default with respect to principal, interest or fees due to the lenders thereunder shall have occurred and shall be continuing under the Existing Credit Agreement (without giving effect to the consummation of the Transactionany amendment or waiver thereunder after September 14, there shall not exist (i) any Indebtedness (other than (x) the Obligations and (y) Indebtedness permitted under Section 8.04(ii) or (iii) of the Credit Agreement) of any of the Obligor and its Subsidiaries or (ii) any Liens (other than Permitted Liens) on any Equity Interests, property or assets of any of the Obligor and its Subsidiaries2010).

Consummation of the Transactions. (ia) On or prior to The Gener Acquisition shall have been consummated and the Closing Date, Borrower and its Subsidiaries (including Mercury Cayman III) shall own at least a majority of the Equity Financing outstanding equity interests of Gener (the "Gener Shares"). (b) The Cayman Acquisition shall have been consummated in all material respects in accordance with the Equity Financing Documents Acquisition Agreements and all applicable Laws laws, and (A) each of the Parent conditions precedent to the Cayman Acquisition as set forth in the Acquisition Agreements shall have received cash proceeds in an amount at least equal been fulfilled (and not waived except with the consent of the Administrative Agent) to the Minimum Equity Financing Amount, satisfaction of the Administrative Agent. (i) AES shall have directly or indirectly (whether in the form of a capital contribution by the Sponsors and then immediately used all such equity or subordinated back-to-back loans) made cash proceeds to make a capital contribution contributions to the Obligor Borrower in the manner and amounts provided in Schedule 5.15(b) and (Bii) the Obligor Borrower shall have utilized (and caused its Subsidiaries to utilize) used the Minimum Equity Financing Amount received by it as provided in the preceding clause (A) full amount of such contribution to make payments owing in connection with the Transactions Gener Acquisition and the Cayman Acquisition prior to, or concurrently with, the utilization by the Obligor of to utilizing any proceeds of the Loans for such that purpose. (iid) On or prior to The Administrative Agent shall have received true and correct copies of all material documents entered into in connection with the Closing DateGener Acquisition and the Cayman Acquisition (including, (A) without limitation, the Acquisition shall have been consummated in accordance with (xAgreements) and all of the terms and conditions of such material documents (including, without limitation, the Acquisition Documents therefor (without any waiver by Agreements), as well as the Obligor or its Subsidiaries of any conditions precedent to their obligations thereunder) and (y) all applicable Laws and (B) after giving effect thereto, (x) the Permitted Holder shall be the controlling shareholder of the Obligor and its Subsidiaries and (y) the management and corporate and capital structure of the Obligor Gener Acquisition and its Subsidiaries (including without limitation the Companies) and any Equity Financing Documents (including shareholders’ agreements) related thereto Cayman Acquisition, shall be in form and substance reasonably acceptable to the Administrative Agent. (e) The Administrative Agent shall have received evidence, in form, scope and substance reasonably satisfactory to it, that the Bank. matters set forth in Section 4.6(a) through (iiid) On or prior to the Closing Date, the Lenders shall have made the Loans to the Obligor under the Credit Agreement in the aggregate amount of U.S.$350,000,000 and the Obligor shall have used such proceeds been satisfied as required in the Credit Agreement. (iv) After giving effect to the consummation of the Transaction, there shall not exist (i) any Indebtedness (other than (x) the Obligations and (y) Indebtedness permitted under Section 8.04(ii) or (iii) of the Credit Agreement) of any of the Obligor and its Subsidiaries or (ii) any Liens (other than Permitted Liens) on any Equity Interests, property or assets of any of the Obligor and its SubsidiariesInitial Borrowing Date.

Consummation of the Transactions. (i) On or prior to the Closing Date, each of the Equity Financing Transaction Documents shall have been duly authorized, executed and delivered by each of the respective parties thereto and shall be in full force and effect and shall not have been amended or modified except for such amendments and modifications, if any, as may be reasonably satisfactory to the Administrative Agent and the Required Lenders, but excluding immaterial amendments and modifications which are in no way adverse to the interests of the Lenders; provided that Borrower shall promptly provide notice of any such amendments and the substance thereof to Administrative Agent. All material conditions precedent to the consummation of the Transactions as set forth in the Transaction Documents shall have been satisfied and not waived except with the consent of Administrative Agent and the Required Lenders, to the reasonable satisfaction of Administrative Agent. The Transactions shall have been, or shall be, consummated contemporaneously herewith substantially in accordance with the Equity Financing Transaction Documents and in accordance with all applicable Laws and law; (Aii) Simultaneously with the consummation of the transactions contemplated by this Agreement, on the Closing Date, Parent shall have received cash proceeds in an the amount of at least equal $135,000,000 from GTCR, Xxxxxx Financial Inc., certain Affiliates of GTCR, certain Affiliates of TNS Management and TNS Management (with the aggregate amount of cash consideration received from TNS Management and its Affiliates not less than $8,000,000) as consideration for the issuance of Parent Common Units and Parent Preferred Units to GTCR and TNS Management (the "Equity Financing"). The structure and all terms of, and all documentation for, the Equity Financing shall be reasonably satisfactory in form and substance to Administrative Agent. On or prior to the Minimum Equity Financing AmountClosing Date, in Parent shall contribute all of the form of a capital contribution by the Sponsors proceeds received as described above to Holdings and then immediately used all such cash proceeds to make a capital contribution to the Obligor and (B) the Obligor Holdings shall have utilized (and applied or caused its Subsidiaries to utilize) be applied the Minimum Equity Financing Amount total aggregate amount of cash received by it as provided described in the second immediately preceding sentence to the payment of amounts owing in connection with the Transaction; and (iii) Simultaneously with the consummation of the transactions contemplated by this Agreement, on the Closing Date, Holdings and/or the Borrower shall have used all cash proceeds described in preceding clause (Aii) and the aggregate principal amount of the loans under the Senior Subordinated Notes to make payments owing in connection with the Transactions prior to, or concurrently with, the utilization by the Obligor of any Transactions. The cash proceeds of Loans for such purpose. (ii) On received on or prior to the Closing DateDate as described in preceding clause (ii), when added to (i) the aggregate principal amount of Term Loans, (Aii) the Acquisition shall have been consummated in accordance with (x) aggregate principal amount of loans made under the terms Senior Subordinated Loan Agreement, and conditions of the Acquisition Documents therefor (without any waiver by the Obligor or its Subsidiaries of any conditions precedent to their obligations thereunder) and (y) all applicable Laws and (B) after giving effect thereto, (x) the Permitted Holder shall be the controlling shareholder of the Obligor and its Subsidiaries and (y) the management and corporate and capital structure of the Obligor and its Subsidiaries (including without limitation the Companies) and any Equity Financing Documents (including shareholders’ agreements) related thereto shall be reasonably satisfactory to the Bank. (iii) On or prior available cash on hand shall be sufficient to effect the Closing Date, the Lenders Transactions and to pay all fees and expenses in connection therewith (which fees and expenses shall have made the Loans to the Obligor under the Credit Agreement not in the aggregate amount of U.S.$350,000,000 and the Obligor shall have used such proceeds as required in the Credit Agreement. (iv) After giving effect to the consummation of the Transaction, there shall not exist (i) any Indebtedness (other than (x) the Obligations and (y) Indebtedness permitted under Section 8.04(ii) or (iii) of the Credit Agreement) of any of the Obligor and its Subsidiaries or (ii) any Liens (other than Permitted Liens) on any Equity Interests, property or assets of any of the Obligor and its Subsidiaries.exceed $10,000,000);