Parent Financial Resources Clause Samples
The Parent Financial Resources clause defines the obligations or representations regarding the financial assets or support provided by a parent entity in a contractual relationship. Typically, this clause outlines the extent to which a parent company must provide funding, guarantees, or other financial backing to a subsidiary or related party, and may specify the types of resources covered, such as cash infusions, credit support, or guarantees. Its core practical function is to ensure that the subsidiary or contracting party has sufficient financial stability or backing, thereby reducing the risk of non-performance due to lack of funds.
Parent Financial Resources. The Parent has, and will have available on the Closing Date, sufficient immediately available funds, in cash, to make payment of all amounts to be paid by it hereunder on and after the Closing Date and all of the Parent’s fees and expenses required to be paid at the Closing in order to consummate the transactions contemplated hereby. The obligations of the Parent and the Merger Sub under this Agreement are not subject to any conditions regarding the Parent’s, the Merger Sub’s, their respective Affiliates’ or any other Person’s ability to obtain any financing for the consummation of the transactions contemplated hereby.
Parent Financial Resources. The Parent committed and has and shall have at the Closing sufficient cash, available committed lines of credit or other sources of immediately available funds to make payment of all amounts to be paid by it hereunder on and after the Closing Date. The obligations of the Parent and the Merger Sub under this Agreement are not subject to any conditions regarding the Parent’s, the Merger Sub’s, their respective Affiliates’ or any other Person’s ability to obtain any financing for the consummation of the transactions contemplated hereby.
Parent Financial Resources. Parent has as of the date of this Agreement and will have on the Closing Date sufficient funds, in the form of cash or availability to borrow revolving or delayed draw term loans under existing committed credit facilities, to make payment of all amounts to be paid by it hereunder on and after the Closing Date and all of Parent’s related fees and expenses incurred in connection with the Transactions. The obligations of Parent and Merger Sub under this Agreement are not subject to any conditions regarding Parent’s or Merger Sub’s, their respective Affiliates’ or any other Person’s ability to obtain any financing for the consummation of the Transactions. Neither Parent nor Merger Sub is entering into this Agreement or the transactions contemplated hereby with the actual intent to hinder, delay or defraud either present or future creditors of Parent, Merger Sub, the Surviving Corporation or any of their respective Subsidiaries. Assuming the satisfaction of the conditions set forth in Section 6.1 and Section 6.3, the accuracy of the representations and warranties set forth in Article III and the consummation of the Transactions, immediately after the consummation of the transactions contemplated by this Agreement (a) the present fair saleable value (determined on a going concern basis) and the fair value of the assets of Parent, Merger Sub, the Surviving Corporation and their respective Subsidiaries on a consolidated basis will be greater than the total amount of their probable liabilities (including a reasonable estimate of the probable amount of all contingent liabilities), (b) Parent, Merger Sub, the Surviving Corporation and their respective Subsidiaries on a consolidated basis will be able to pay their respective debts and obligations in the ordinary course of business as they mature and become due, and (c) Parent, Merger Sub, the Surviving Corporation and their respective Subsidiaries on a consolidated basis will not have, or have access to, unreasonably small capital to carry on their respective businesses and the businesses in which they are about to engage. For the purposes of this Section 4.9 a reasonable estimate of the probable amount of any contingent liability at any time shall be computed as the amount that would reasonably be expected to become an actual and matured liability.
Parent Financial Resources. Parent has as of the date of this Agreement and will have on the Closing Date sufficient immediately available funds, in cash, available lines of credit or other sources of immediately available funds to enable Parent to fund the Closing Cash Consideration and make payment of all payments required to be made pursuant to the terms of this Agreement. The obligations of Parent and Merger Sub under this Agreement are not subject to any conditions regarding Parent’s or Merger Sub’s, their respective Affiliates’ or any other Person’s ability to obtain any financing for the consummation of the Transactions.
Parent Financial Resources. The Parent will have available on the Closing Date sufficient immediately available funds, in cash, to make payment of all amounts to be paid by it hereunder on the Closing Date and all of the Parent’s fees and expenses required to be paid at the Closing in order to consummate the Transactions. The obligations of the Parent and the Buyer under this Agreement are not subject to any conditions regarding the Parent’s, Buyer’s, their respective Affiliates’ or any other Person’s ability to obtain any financing for the consummation of the Transactions.
Parent Financial Resources. The Parent has, and at all times will have, sufficient immediately available funds, in cash, to make payment of all amounts to be paid by it hereunder on and after the Closing Date. The Parent acknowledges and agrees that in no event shall the receipt or availability of any funds or financing by the Parent or any of its Affiliates be a condition to any of the Parent’s or the Merger Sub’s obligations hereunder.