Minimum Proceeds Clause Samples
The Minimum Proceeds clause sets a baseline amount that must be received from a transaction, such as a sale or financing, for the agreement to proceed or for certain obligations to be triggered. In practice, this clause ensures that if the proceeds from the transaction fall below the specified minimum, the parties may have the right to terminate the agreement, renegotiate terms, or withhold performance. Its core function is to protect parties from proceeding with a deal that does not meet their financial expectations, thereby managing risk and ensuring that the transaction remains economically viable.
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Minimum Proceeds. In the event that (i) the Holder exercises the Warrant Shares in full upon or (if applicable) after an Exit Event; and (ii) the aggregate Fair Market Value (as defined in section 6.1.2 below) of the Warrant Shares so exercised less the exercise price paid thereof (the “Value”) is lower than US$ 750,000 (the “Minimum Value”), then the Company shall pay the Holder, in addition to any other amounts due to the Holder under the Loan Agreement, an amount equal to the difference between the Minimum Value and the Value.
Minimum Proceeds. The Company shall have received commitments from the Investors, together with additional investors not party to this Agreement, to purchase securities of the Company with a minimum aggregate value of $[**Confidential**].
Minimum Proceeds. The Company shall have available at the Closing cash and cash equivalents in an aggregate amount not less than $50,000,000, including, without duplication, (i) the cash available to SPAC from the Trust Account (after giving effect to (x) the redemption of any shares of Class A Common Stock by the stockholders of SPAC in connection with the SPAC Proposals and (y) any Stock Buyback Tax incurred in respect of the SPAC Proposals and the Extension Proposal), (ii) cash and cash equivalents held by the Company and the Company Subsidiaries as of immediately prior to the Closing, (iii) any amounts or proceeds received pursuant to the Convertible Financing in connection with the Closing (for the avoidance of doubt, excluding any amounts which have been previously funded prior to the Closing Date, except to the extent such amounts are held by the Company and the Company Subsidiaries as of immediately prior to the Closing), and (iv) any amounts or proceeds received pursuant to the PIPE Financing in connection with the Closing, and after giving effect to the payment of any Outstanding Company Transaction Expenses and Outstanding SPAC Transaction Expenses.
Minimum Proceeds. The Company shall have received an amount on the Closing Date pursuant to Section 2.1(c)(2) hereof, as payment for the balance of the aggregate purchase price proceeds after payment of fees and expenses to the Placement Agent, of no less than $20.0 million.
Minimum Proceeds. The parties hereby acknowledge that the consent and waiver granted by the Purchasers pursuant to this Agreement is conditional upon TPL receiving a minimum of US$10 million of aggregate gross proceeds from the issue of ordinary shares of £0.01 each in the capital of TPL in connection with a proposed investment in TPL to be completed on or about the date of this Agreement.
Minimum Proceeds. 2 Net After-Tax Income....................................Exhibit 1
Minimum Proceeds. Lender shall have no obligation, and there is no agreement or understanding obligating Lender, to consent to a sale that would constitute a Non-Qualifying Sale if Lender were to consent to such sale. The Administrative Agent’s lien on the Marcellus Assets and Borrower’s equity held for the benefit of the Lender shall not be released if less than $*** is paid to Lender (excluding any payment made to Lender under this Agreement), except in connection with a Non-Qualifying Sale.
Minimum Proceeds. The Company shall have received at least $1,900,000,000 (minus the amount of Existing RRI Secured Notes and Existing PEDFA Bonds which remain outstanding on the Closing Date in accordance with Section 5.1(g)) in gross cash proceeds from the issuance of senior unsecured notes and the borrowing of Term Loans (without giving effect to the original issue discount in respect of the Term Loans), and the Arrangers shall be reasonably satisfied with the terms and conditions of the documentation for such senior unsecured notes.
Minimum Proceeds. There shall be issued at the Closing, Series B Shares with an aggregate purchase price of at least $850,000.
Minimum Proceeds. GigCapital2 shall have an aggregate amount of cash and cash equivalents available from any sources of not less than $150,000,000.