Financing; Closing Date Equity Consideration Sample Clauses

Financing; Closing Date Equity Consideration. (a) Assuming the satisfaction of the conditions set forth in Articles ‎6 and ‎7 and the performance by Seller of its obligations under this Agreement and the other Transaction Documents, Parent and the Buyer shall have available to it at the Closing all funds necessary for its payment of the Purchase Price and any adjustments thereto in accordance with this Agreement and for all other actions necessary for the Buyer to consummate the transactions contemplated by this Agreement. Buyer has provided the Seller with a true and complete copy (subject to redactions only with respect to fees, pricing and “market flex” information) of that certain commitment letter dated even with the date hereof (the “Debt Commitment Letter”) by and between Parent and the certain banks named therein (together with any lenders, agents, underwriters, arrangers and other entities performing similar roles that have agreed to provide, arrange or underwrite, or have otherwise entered into agreements in connection with, all or a portion of the Debt Financing, including as parties to the Debt Commitment Letter, or joinder agreements, credit agreements, indentures or similar documentation related thereto, together in each case with their successors and assigns, the “Lenders”) pursuant to which the Lenders have committed subject to the terms and conditions set forth therein, to provide (or arrange) the amounts set forth therein for purposes of financing the transactions contemplated by this Agreement and the other Transaction Documents and related fees and expenses (the “Debt Financing”).
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Related to Financing; Closing Date Equity Consideration

  • Closing; Closing Date Closing" and "Closing Date" have the meanings set forth in Section 5.3.

  • After-Acquired Securities All of the provisions of this Agreement shall apply to all of the Shares and Common Stock Equivalents now owned or which may be issued or transferred hereafter to a Stockholder in consequence of any additional issuance, purchase, exchange or reclassification of any of such Shares or Common Stock Equivalents, corporate reorganization, or any other form of recapitalization, consolidation, merger, share split or share dividend, or which are acquired by a Stockholder in any other manner.

  • Closing Date Transactions On the Closing Date, subject to the satisfaction of the terms and conditions herein:

  • Equity Financing If there is an Equity Financing before the expiration or termination of this instrument, the Company will automatically issue to the Investor a number of shares of Safe Preferred Stock equal to the Purchase Amount divided by the Conversion Price. In connection with the issuance of Safe Preferred Stock by the Company to the Investor pursuant to this Section 1(a):

  • First Closing The First Closing shall have occurred.

  • Initial Closing Date The obligation of each Buyer hereunder to purchase the Initial Preferred Shares at the Initial Closing is subject to the satisfaction, at or before the Initial Closing Date, of each of the following conditions, provided that these conditions are for each Buyer's sole benefit and may be waived by such Buyer at any time in its sole discretion:

  • Additional Closing Documents The Company shall have received the following documents and instruments:

  • Conditions to the Closing Date The obligations of each Bank to make the Loans contemplated by subsections 2.1 and 2.2 and of the Issuing Bank to issue Letters of Credit contemplated by subsection 3.1 shall be subject to the compliance by the Company with its agreements herein contained and to the satisfaction, on or before October 1, 2004, of the following conditions:

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