Minimum Financial Condition Clause Samples
The Minimum Financial Condition clause sets a baseline financial threshold that a party must meet to enter into or maintain a contractual relationship. Typically, this involves requirements such as maintaining a certain level of net worth, liquidity, or credit rating, and may require regular financial reporting to demonstrate compliance. By establishing these standards, the clause helps ensure that the party remains financially stable and capable of fulfilling its obligations, thereby reducing the risk of default or non-performance.
Minimum Financial Condition. The Specified Assets shall be subject to certain minimum amounts, the Specified Liabilities shall be subject to certain maximum amounts, and the Protexx Business to be acquired by Acquisition shall be subject to certain minimum financial requirements, all as to be mutually agreed upon by Protexx, Acquisition and WidePoint prior to the Closing and set forth in Schedule 8.2(l) hereto.
Minimum Financial Condition. The Specified Assets shall be subject to certain minimum amounts, the Specified Liabilities shall be subject to certain maximum amounts, and the Vuance CSMS Business to be acquired by Acquisition shall be subject to certain minimum financial requirements, all as to be mutually agreed upon by Vuance, Acquisition and WidePoint prior to the Closing and set forth in Schedule 8.2(K) hereto.
Minimum Financial Condition. The Specified Assets shall be subject to certain minimum amounts, the Specified Liabilities shall be subject to certain maximum amounts, and the AGS Business acquired by Acquisition shall be subject to certain minimum financial requirements, all as determined by WidePoint and Acquisition and set forth in Schedule 8.2(j) hereto.
Minimum Financial Condition. The consolidated total assets of the Acquired Companies minus the consolidated total liabilities of the Acquired Companies as of the end of the month prior to the month in which the Closing occurs, in each case as calculated in accordance with GAAP consistently applied with the Acquired Companies’ past practice, but excluding all movements in unrealized gains and losses on Investment Assets since September 30, 2016 (the “Minimum Financial Condition Calculation”), shall equal at least $69,600,000.
Minimum Financial Condition. At all times during the Term of this Agreement, Shipper shall ensure that there is no Material Adverse Change (as defined below). As used herein, the term “Material Adverse Change” means a material adverse change in (a) the condition (financial or otherwise), business, performance, operations or properties of Shipper or any Guarantor hereunder; (b) the legality, validity or enforceability of this Agreement; or (c) the ability of Shipper to meet its obligations under this Agreement. In the event of an event that causes or could reasonably be expected to cause a Material Adverse Change (a “Material Adverse Event”), Shipper shall promptly advise UNEV in detail in writing of such occurrence. Within ten (10) days after the occurrence of a Material Adverse Event and demand by UNEV, Shipper shall provide UNEV adequate assurances of Shipper’s financial ability and commitment to perform its obligations under this Agreement. Such adequate assurances shall, at UNEV’S request, include, but not be limited to, requiring Shipper to deliver to UNEV and maintain in place a guarantee for the amount and term of the Quarterly Minimum Volume Commitment hereunder in favor of UNEV, in form and substance acceptable to UNEV in its sole discretion, from a guarantor that maintains credit ratings that are no lower than any of the minimum credit ratings set forth below or such other credit ratings as may be acceptable to UNEV in its sole discretion (the “Shipper Financial Guarantee”): ▇▇▇▇▇’▇ Investor Services Baa3 Standard & Poor’s BBB- Dominion Bond Rating Service BBB(low)