Equity Commitment Letters. (a) To the extent the aggregate amount of equity financing required to consummate the transactions contemplated by the Purchase Agreement is less than the aggregate amount contemplated by all of the Equity Commitment Letters, each of the Investors agrees that, if requested by the Lead Investors, the amount of such Investor’s commitment under its Equity Commitment Letter and Limited Guaranty (as applicable, the “Investor Commitment”) shall be reduced on a pro rata basis, in which event each Investor shall deliver an amended Equity Commitment Letter and Limited Guaranty (in replacement of its existing Equity Commitment Letter and Limited Guaranty) to reflect such reductions, provided that any such reductions shall be made in accordance with the Purchase Agreement. Additionally, the Lead Investors shall have the right to reduce and/or replace the Investor Commitment of an individual Investor if reasonably necessary to facilitate the receipt of any Governmental Approvals required to consummate the transactions contemplated by the Purchase Agreement. For the avoidance of doubt, the Investment Commitment for an Investor may not be adjusted upwards without the prior written consent of such Investor. The percentage of the Investor Commitment of each Investor Commitment in relation to the Investor Commitments of all Investors shall be referred to as the “Allocation Percentage”. If additional funds are necessary to complete the Transaction, each Investor shall have the right, but not the obligation, to invest additional funds to maintain its then-existing Allocation Percentage, provided that any unsubscribed portion of such rights may be allocated to another Investor, and, to the extent the Investors fail to commit to all such needed additional funds, the Lead Investors shall have the right to admit one or more additional Investors to commit to such shortfall.
(b) Each Investor hereby affirms and agrees that it is bound by the provisions set forth in its Equity Commitment Letter. Parent shall not attempt to enforce any Equity Commitment Letter unless and until the Lead Investors have determined pursuant to Section 2 that the conditions of Closing and the conditions to performance under such Equity Commitment Letter have been satisfied or validly waived as permitted hereunder.
(c) All securities issued by Acquisition Entities at the Closing as contemplated by Annex B shall be issued to the Investors, directly or indirectly, pro rata in accordance with each Investor’s...
Equity Commitment Letters. (i) each Equity Commitment Letter shall cease to be in full force and effect (except as a result of a termination in accordance with its terms upon Final Completion or repayment in full of the Obligations), or Opal Fuels or GFL, as applicable, shall assert, or institute any proceedings seeking to establish, that any provision of such Equity Commitment Letter is invalid, not binding or unenforceable; (ii) upon the occurrence and during the continuation of a “Cost Overrun” (as defined in each Equity Commitment Letter), Opal Fuels or GFL, as applicable, shall fail to make a “Contingent Incremental Equity Commitment Demand” (as defined in each Equity Commitment Letter) and such failure continues for five (5) Business Days; (iii) Opal Fuels or GFL, as applicable, shall default in the payment when due of any amount payable by it under such Equity Commitment Letter, and such default shall continue unremedied for a period of ten (10) Business Days; or (iv) any Pledgor shall default in the due observance of performance of any term, covenant or agreement contained in Section 6(k) of the Non-Recourse Pledge Agreement on its part to be observed or performed.
Equity Commitment Letters. Except as set forth in Section 4.7, all actions and decisions to be taken by the Company relating to any Equity Commitment Letter (other than amendment of any Equity Commitment Letter), including with respect to any waivers, extensions, amendments, enforcement actions or negotiations relating to any of the foregoing, shall be made or taken by the Majority Equity (excluding, for this purpose, the Investor Member signatory thereto).
Equity Commitment Letters. Section 6.4............................................31
Equity Commitment Letters. The Borrower shall not, and shall not permit any other Obligor to, amend, supplement, waive, terminate (except as a result of a termination in accordance with its terms upon Final Completion or repayment in full of the Obligations) or otherwise modify, without the prior written consent of the Administrative Agent, such consent not to be unreasonably withheld, any Equity Commitment Letter.
Equity Commitment Letters. Parent has delivered to the Company true, correct and complete copies of fully executed equity commitment letters of even date herewith (together with all exhibits, annexes, schedules and term sheets attached thereto and as amended, modified, supplemented, replaced or extended from time to time after the Agreement Date, the “Equity Commitment Letters”) from each Guarantor pursuant to which such Guarantor has agreed to make an equity investment in Parent, subject to the terms and conditions therein, in cash in the aggregate amount set forth therein (the “Equity Financing”). The Equity Commitment Letters provide that the Company is an express third-party beneficiary of, and is entitled to specifically enforce performance of the Guarantors’ obligations to fund the Equity Financing in accordance with and subject to the terms of, the Equity Commitment Letters and that, subject in all respects to Section 9.8(a), Parent and the Guarantors will not oppose the granting of an injunction, specific performance or other equitable relief on the basis that there is adequate remedy at Law in connection with the exercise of such third-party beneficiary rights.
Equity Commitment Letters. (a) Purchaser shall seek the Equity Financing contemplated by the Equity Commitment Letters upon satisfaction or waiver of the conditions to Closing in Section 9.1 (other than those conditions that by their nature are to be satisfied at the Closing, but subject to the satisfaction or waiver of those conditions). Purchaser shall not, and Purchaser shall cause the Equity Financing Source not to, agree to or permit any amendment, supplement or other modification of, or waive any of its material rights under, any of the Equity Commitment Letters without Seller Representative’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed); provided that, for the avoidance of doubt, without the consent of Seller Representative, Purchaser may correct typographical errors. Upon any such amendment, supplement or modification of the Equity Commitment Letters in accordance with this Section 8.12, the term “Equity Commitment Letters” shall mean the Equity Commitment Letters as so amended, supplemented, modified or waived.
Equity Commitment Letters. Fully executed commitment letters from JPMorgan IIF Acquisitions LLC (“IIF”) and Water Asset Management, LLC (“WAM” and collectively with IIF, the “Investors”) (the “Equity Commitment Letters”), pursuant to which (i) the IIF has committed that it and/or its affiliates will, upon the terms and subject only to the conditions set forth therein, provide equity financing to Parent in the aggregate amount of $275,743,000 and (ii) WAM has committed that it and/or its affiliates will, upon the terms and subject only to the conditions set forth therein, provide equity financing to Parent in the aggregate amount of $27,574,300 in connection with the transactions contemplated by this Agreement. The Equity Commitment Letters are in full force and effect and are legal and binding obligations of the Parent. The Equity Commitment Letters have not been amended or terminated, and, as of the date of this Agreement, no event has occurred which, with or without notice, lapse of time or both, would constitute a breach or default thereunder.
Equity Commitment Letters. An Equity Commitment Letter for each Initial Project; and
Equity Commitment Letters. Parent shall not amend, modify, supplement or terminate the Equity Commitment Letters and shall not waive any of the terms thereof without the prior written consent of the Company.
