Financing Commitment. For the period commencing on the date hereof and ending on the fifth anniversary hereof, Atlas America and Resource Energy agree to provide to the MLP funding of up to an aggregate of One Million Five Hundred Thousand Dollars ($1,500,000) per annum to finance the cost of expanding the Gathering System or constructing new additions to the Gathering System. Atlas America and Resource Energy, jointly and severally, commit to provide such funding, upon the MLP's written request therefor, by purchasing Common Units at a price equal to the arithmetic average of the closing prices of the Common Units on the American Stock Exchange, or, if the American Stock Exchange is not the principal trading market for such security, on the principal trading market for such security, for the twenty consecutive trading days ending on the trading day prior to the purchase, or, if the fair market value of the Common Units cannot be calculated for such period on any of the foregoing bases, the average fair market value during such period as reasonably determined in good faith by the members of the managing board of the General Partner.
Financing Commitment. (a) For the duration of the Commitment Period and subject to the terms of this CTF Agreement, Lender shall finance on a committed basis Orders for the purchase and sale of any Digital Assets submitted by the Client on the Trading Platform up to the Authorized Amount; provided, however, that Lender shall not be required to lend Digital Assets with respect to any Order if a Digital Asset Unavailability Event has occurred and is continuing. Coinbase and Lender agree that if at the time Client submits an Order (other than a Delayed Settlement OTC Order) on the Trading Platform Client does not have sufficient Cash or Digital Assets in its Trading Balance for such purchase or sale, respectively, Lender shall provide financing in the form of Cash Trade Credits or Digital Asset Trade Credits, respectively, in an amount sufficient to execute and settle such Order subject to the terms of this CTF Agreement and provided that (i) Lender shall not be required to extend to Borrower any Trade Credit with a USD notional value at the time the relevant Order is placed in excess of the Available Balance and (ii) with respect to a sale Order, a Digital Asset Unavailability Event has not occurred. In addition, Coinbase and Xxxxxx agree that this CTF Agreement meets any pre-funding or financing arrangement condition Coinbase may have for the execution of Orders on the Trading Platform up to the Borrower Authorized Amount.
(b) Each of Lender and Coinbase agree that prior to the end of the Commitment Period neither entity shall take any of the following actions without providing 180 calendar days’ written notice to Borrower:
(i) subject to Section 3(e), increase any interest charges and fees above the applicable charges and fees agreed in writing between Coinbase, Lender and Borrower from time to time for the execution, settlement or financing of any Orders related to the Digital Assets or impose any additional fees or charges with respect thereto; or
(ii) change, modify or adjust any index relevant to interest charged or paid with respect to the execution, settlement or financing of any Orders related to the Digital Assets; or terminate, accelerate or recall any Trade Credits; or
(iii) discontinue extending Digital Assets as Trade Credits to Borrower with respect to an Order for the sale of the same type of Digital Asset; provided that, (A) a Digital Asset Unavailability Event has not occurred, and (B) Lender is not required to extend to Borrower any Trade Credit with a USD noti...
Financing Commitment. 22 Section 4.7
Financing Commitment. Definitive agreements between one or more financial institutions or other Persons and the Company or the Financing Corporation pursuant to which such financial institutions or other Persons agree, subject to the conditions set forth therein, to lend money to, or purchase securities of, the Company or the Financing Corporation, the proceeds of which shall be used to finance all or a portion of the Facilities.
Financing Commitment. The Lender agrees to provide to Borrower a minimum of £2,000,000 (GBP) in loans (equivalent to approximately US$2,678,000 at the date of this agreement), in one or more tranches commencing within the month of January 2018. Each loan (“Tranche”) shall be evidenced by a “Convertible Note” in the amount of such Tranche, bearing interest at the rate of 6% per annum, payable semi-annually. Each “Convertible Note” shall be due and payable on the 366th calendar day following receipt by the Borrower of each Tranche (“Maturity Date”). On each Maturity Date, the outstanding Convertible Notes shall be automatically converted into shares of Borrower’s common stock at a conversion price equal to the greater of US$0.02 or the average closing price of Borrower’s common stock on the Over-the-Counter Bulletin Board for the prior 60 trading days. Attached hereto as Exhibit “A” and incorporated herein by reference is a copy of the form of “Convertible Note” that will be issued hereunder. In the event of any discrepancy between this Agreement and the “Convertible Notes”, the terms and conditions of the Convertible Notes shall control.
Financing Commitment. As of the date hereof, Parent has delivered to the Company true and complete copies of an executed commitment letter and fee letter redacted for fees from the Financing Sources identified therein (collectively, the “Financing Commitment,” which includes any offering of debt or equity securities contemplated by the Financing Commitment) to provide, subject to the terms and conditions therein, financing in the amounts set forth therein (being collectively referred to as the “Financing”). As of the date hereof, the Financing Commitment has not been amended or modified, no such amendment or modification is contemplated, and none of the obligations and commitments contained in such letters have been withdrawn, terminated or rescinded in any respect. Parent or Merger Sub has fully paid any and all commitment fees or other fees in connection with the Financing Commitment that are payable on or prior to the date of this Agreement.
(a) As of the date hereof, the Financing Commitment is (i) the legal, valid and binding obligation of Parent, and, to the Knowledge of Parent, each of the other parties thereto, (ii) enforceable in accordance with their respective terms against Parent and, to the Knowledge of Parent, each of the other parties thereto, subject, as to enforceability, to bankruptcy, insolvency and other Laws of general applicability relating to or affecting creditors’ rights and to general equity principles and (iii) in full force and effect. As of the date of this Agreement, (A) Parent is not in breach of any of the terms or conditions set forth in the Financing Commitment,
Financing Commitment. Buyer has sufficient funds to pay the Purchase Price or, alternatively, has secured a financing commitment from a third party in an amount sufficient to pay the Purchase Price.
Financing Commitment. By no later than thirty (30) days in advance of the projected Commercial Operation Date notified to Citizens pursuant to Section 4.2.13(b), Citizens shall execute definitive financing documents with financing parties that commit such financing parties (subject to customary conditions that Citizens reasonably believes will be satisfied on or prior to such projected Commercial Operation Date) to provide Citizens with sufficient financing to pay the Prepaid Rent (as defined in the S- Line Incremental Transfer Capability Lease) pursuant to the S- Line Incremental Transfer Capability Lease on such projected Commercial Operation Date.
Financing Commitment. No later than June 23, 1997, Buyer shall have obtained, and delivered to Seller a true and correct copy of, a commitment (in form and substance satisfactory to Seller in its reasonable judgment) of a reputable financial institution to provide to Buyer the funds necessary (at any time to and including December 19, 1997) which together with Buyer's then existing resources enable it to satisfy all of Buyer's obligations under this Agreement and with respect to the transactions contemplated by this Agreement, including its obligation to purchase the Assets and to pay the Purchase Price, with funding subject only to (a) the satisfaction of the conditions to Closing set forth in Article VIII, (b) there having occurred no Material Adverse Change in the Financial Markets after the date of such commitment and (c) there having occurred no material adverse change in the financial condition of Buyer after the date of such commitment (the "Commitment"). Without limiting the foregoing, the Commitment shall not be subject to any condition with respect to equity funding (except a condition, if any, which such financial institution has confirmed, in writing to Seller, has been satisfied prior to the Initial Termination Date).
Financing Commitment. Parent has received from NationsBank a commitment letter dated December 16, 1996 (a copy of which has been heretofore furnished to the Company) to provide funds necessary for the consummation of the Offer and the Merger which letter has not been revoked. Parent has accepted such commitment pursuant to its terms and has paid all fees due thereunder as of the date hereof.
