Financing Right Clause Samples

Financing Right. Prior to the Maturity Date, if the Company proposes to enter into any definitive agreement regarding any equity and/or debt financing which would result in gross proceeds of more than US$5,000,000, and the terms of such equity and/or debt financing require the taking of security over all or part of the assets over which security has been given under the Security Documents (the “Relevant Assets”), the Company shall notify the Holder in writing (the “Financing Notice”) at least 30 days prior to the date on which such equity and/or debt financing is proposed to be closed (the “Security Date”). The Holder shall, at its election, and with notice in writing of its election to the Company within 15 days after the date of receipt of the Financing Notice: (a) release and discharge the Relevant Assets from the Security Documents on or before the Security Date; (b) convert all or part of the then outstanding Principal Amount of this Note plus the applicable Conversion Catch-up Amount in accordance with Section 4 and, upon and subject to such conversion, release and discharge the Relevant Assets from the Security Documents on or before the Security Date; or (c) deliver notice in writing to the Company requiring the Company to redeem this Note in whole at a price equal to the applicable Redemption Price on the date specified in such notice, being a date at least 15 days after the date of such notice (the “Holder Election Notice”) and, upon and subject to such early redemption, release and discharge the Relevant Assets from the Security Documents on or before the Security Date. If the Holder fails to give notice in writing of its election to the Company within 15 days after the date of receipt of the Financing Notice, the Company may redeem the Note in whole (but not in part) in accordance with Section 3.2, provided that (i) the Early Redemption Notice or Pre-Maturity Redemption Notice (as applicable) shall be delivered to the Holder at least ten days prior to the proposed redemption date set forth in such notice, and (ii) the Holder shall notify the Company in writing of the Catch-up Amount with respect to the Principal Amount to be redeemed and the applicable Redemption Price not later than five days prior to the redemption date set forth in the Early Redemption Notice or Pre-Maturity Redemption Notice (as applicable), and, upon and subject to such early redemption, the Holder shall release and discharge the Relevant Assets from the Security Documents on or before the...
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Financing Right. In the event that prior to the Offering, the --------------- Company desires to raise capital solely for the purpose of financing operations in the ordinary course of business through a private placement of its securities (the "PRIVATE PLACEMENT"), prior to requesting the Board of Directors of the Company to authorize and approve such matter, the Company shall negotiate and obtain a bona fide term sheet with respect to the private placement of such securities and shall give notice of such offer to Communicade (the "PLACEMENT NOTICE"), which Placement Notice shall be accompanied by a detailed written description of the terms and conditions of the proposed Private Placement. Communicade shall then have the right (the "FINANCING RIGHT"), but not the obligation, to provide such financing in whole or in part on the terms and conditions specified in the Placement Notice; such right to be exercisable by Communicade giving the Company notice of such election within 30 days after the giving of the Placement Notice. In the event that Communicade elects to exercise its Financing Right, the Company and Communicade (or another company within the Omnicom Group designated by Communicade) shall enter into such agreements and take such actions as are reasonable and customary under the circumstances to carry out such financing within a reasonable time period.
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Financing Right. 5 2.6.2 Call Option........................................... 5 2.6.3 Call Option Notice.................................... 5 2.6.4 Call Option Purchase Price............................ 6 2.6.5 Closing............................................... 6
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Financing Right 
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Related to Financing Right

  • Financing Fee Except in the case of any PIK Loan, each Lender shall have received its portion of the fees payable pursuant to Section 2.03. Each Borrowing shall constitute a certification by the Borrower to the effect that the conditions set forth in this Section 6.03 have been fulfilled as of the applicable Borrowing Date.

  • Refinancing Debt Borrowed Money that is the result of an extension, renewal or refinancing of Debt permitted under Section 10.2.1(b), (d) or (f).

  • Project Financing DZS poskytne příspěvek na financování nákladů na projekt, přičemž maximální výše grantu činí XXXXXXX CZK (XXXXXXX EUR). Grant určený na realizaci projektu pokrývá 100 % způsobilých výdajů. Bližší specifikace rozpočtu a jeho členění jsou ukotveny v Příloze I.

  • Financing Arrangements (a) The Owner will obtain the Project Loan which shall be sufficient, together with the Owner's equity contributions, to pay the full amount of the costs to construct the Project in accordance with the development budget. The Owner and the Developer also contemplate that the Property and the Project, together with all fixtures, furnishing, equipment, and articles of personal property now owned or hereafter acquired by the Owner which are or may be attached to or used in connection with the Property or the Project, together with any and all replacements thereto and substitutions therefor, and all proceeds thereof; and all present and future rents, issues, leases, and profits of the Property and the Project will serve as security for the payment obligations to any lenders relating to the Project Loan or otherwise, and that the Owner will be the principal obligor for the repayment of all financial obligations thereunder after the transfer of title to the Owner. The Owner therefore, agrees to execute and deliver all commitments, promissory notes, mortgages, collateral assignments, documents, certificates, affidavits, and other writings required to be executed by any lender in connection with such financing.

  • Refinancing Facilities (a) At any time after the Closing Date, the Borrower may obtain, from any Lender or any Additional Lender (to the extent agreed to by such Lender or Additional Lender in its sole discretion), Credit Agreement Refinancing Indebtedness in respect of all or any portion of the Term Loans, Prepetition Subsidiary Debt, Revolving Credit Loans and/or Revolving Credit Commitments then outstanding under this Agreement (which will be deemed to include any then outstanding Incremental Term Loans under any Incremental Facilities or any Incremental Revolving Credit Commitments then outstanding under this Agreement (or any Revolving Credit Loans outstanding pursuant thereto)) or any then outstanding Refinancing Term Loans or any then outstanding Refinancing Revolving Credit Loans or Refinancing Revolving Credit Commitments in the form of Refinancing Revolving Credit Loans or Refinancing Revolving Credit Commitments, respectively, in each case, pursuant to a Refinancing Amendment, together with any applicable Customary Intercreditor Agreement or other customary subordination agreement; provided, that such Credit Agreement Refinancing Indebtedness (i) will, to the extent secured, rank pari passu or junior in right of payment and of security with the other Loans and Commitments hereunder (but for the avoidance of doubt, such Credit Agreement Refinancing Indebtedness may be unsecured), (ii) will, to the extent permitted by the definition of “Credit Agreement Refinancing Indebtedness,” have such pricing, interest rate margins (including “MFN” provisions), rate floors, discounts, fees, premiums and prepayment or redemption provisions and terms as may be agreed by the Borrower and the Lenders or Additional Lenders with respect thereto, (iii) will, to the extent in the form of Refinancing Revolving Credit Loans or Refinancing Revolving Credit Commitments, participate in the payment, borrowing, participation and commitment reduction provisions herein on a pro rata basis with any then outstanding Revolving Credit Loans and Revolving Credit Commitments, except that the Borrower shall be permitted to permanently repay and terminate commitments of any such Class on a better than a pro rata basis as compared to any other Class with a later maturity date than such Class and (iv) will, to the extent in the form of Refinancing Revolving Credit Loans or Refinancing Revolving Credit Commitments and unless the Required Revolving Credit Lenders shall have consented thereto, have terms and conditions (other than interest rate margins and commitment fees) identical to those applicable to the Revolving Credit Commitments and Revolving Credit Loans being refinanced. The effectiveness of any Refinancing Amendment shall be subject to, to the extent reasonably requested by the Administrative Agent (or in the case of Revolving Credit Commitments and Revolving Credit Loans, the Revolver Agent), receipt by the Administrative Agent or Revolver Agent, as applicable, of reaffirmation agreements and board resolutions, officers’ certificates and legal opinions consistent with those delivered on the Closing Date. The Administrative Agent or Revolver Agent, as applicable, shall promptly notify each Lender as to the effectiveness of each Refinancing Amendment. Each of the parties hereto hereby agrees that, upon the effectiveness of any Refinancing Amendment, this Agreement shall be deemed amended to the extent (but only to the extent) necessary to reflect the existence and terms of the Credit Agreement Refinancing Indebtedness incurred pursuant thereto (including any amendments necessary to treat the Loans and Commitments subject thereto as Refinancing Term Loans, Refinancing Revolving Credit Loans or Refinancing Revolving Credit Loan Commitments, as applicable) and any Indebtedness being replaced or refinanced with such Credit Agreement Refinancing Indebtedness shall be deemed permanently reduced and satisfied in all respects. Any Refinancing Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, to effect the provisions of this Section. (b) This Section 2.18 shall supersede any provisions of Section 10.01 to the contrary.