Project Loans and Qualifying Criteria Sample Clauses

Project Loans and Qualifying Criteria. (i) The Issuer may, from time to time during the Investment Period, make Project Loans to a Project Borrower or acquire Project Loans of a Project Borrower, in each case in respect of Eligible Projects which satisfy the Qualifying Criteria as of the Financial Closing Date therefor. The Issuer shall not initially fund any Project Loan, unless (as evidenced by an Officer's certificate of the Program Manager delivered to the Collateral Agent and the Representatives) each of the Qualifying Criteria is satisfied with respect to such Project Loan on the Financial Closing Date for such Project Loan, after giving effect to the support provided, if any, by Enron, an Enron Credit Counterparty or an Acceptable Credit Provider, pursuant to the terms of the Enron Support Agreement and/or as contemplated by the final proviso to the definition of Project Loan Criteria in Appendix A hereto. The Issuer shall not enter into a Commitment unless such Commitment is subject to cancellation in the event any of the Qualifying Criteria is not satisfied as of the Financial Closing Date for the related Project Loan. Initial funding under all Project Loans shall occur no later than the Scheduled Investment Termination Date. (ii) Without limiting the generality of the foregoing clause (a)(i), the Issuer may make loans in respect of Eligible Projects through one or more Intermediate Funding Entities so long as: (A) the initial funding to an Intermediate Funding Entity by the Issuer, or by an Intermediate Funding Entity to another Intermediate Funding Entity, occurs on or after the Financial Closing Date for the related Project Loan; (B) in the case of an Intermediate Funding Entity that is wholly-owned, directly or indirectly, by the Issuer, the ownership interests of such Intermediate Funding Entity are pledged to the Collateral Agent; (C) any operating expenses and tax liabilities of an Intermediate Funding Entity are paid first, from fees, if any, received by such Intermediate Funding Entity in connection with the related Intermediate Funding Loan, and second, from interest payments received by such Intermediate Funding Entity from the related Project Borrower or Intermediate Funding Entity, as the case may be, and third, from principal payments received by such Intermediate Funding Entity from the related Project Loan or Intermediate Funding Loan, as the case may be; (D) each Rating Agency is provided with reasonable details regarding the structure of the Intermediate Funding Entit...
Sample 1
AutoNDA by SimpleDocs

Related to Project Loans and Qualifying Criteria

  • Accuracy of Representations and Warranties; Performance of Covenants At the Closing Time, the representations and warranties contained herein or in certificates of any officer of the Company or any of its subsidiaries (including the Bank) delivered pursuant to the provisions hereof, shall be true and correct, when made, and at the Closing Time, and the Company shall have performed its covenants and other obligations hereunder.

  • Accuracy of Representations and Performance of Covenants The representations and warranties made by the Company in this Agreement were true when made and shall be true as of the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing Date. Additionally, the Company shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by the Company.

  • Diversification and Qualification 6.1. The Adviser will ensure that the Fund will at all times invest money from the Contracts in such a manner as to ensure that the Contracts will be treated as variable annuity contracts under the Internal Revenue Code and the regulations issued thereunder. Without limiting the scope of the foregoing, the Fund will comply with Section 817(h) of the Internal Revenue Code and Treasury Regulation 1.817-5, as amended from time to time, relating to the diversification requirements for variable annuity, endowment, or life insurance contracts and any amendments or other modifications to such Section or Regulation. In the event of a breach of this Article VI by the Fund, it will take all reasonable steps: (a) to notify the Company of such breach; and (b) to adequately diversify the Fund so as to achieve compliance within the grace period afforded by Treasury Regulation 1.817-5. 6.2. The Fund represents that it is or will be qualified as a Regulated Investment Company under Subchapter M of the Internal Revenue Code, and that it will make every effort to maintain such qualification (under Subchapter M or any successor or similar provisions) and that it will notify the Company immediately upon having a reasonable basis for believing that it has ceased to so qualify or that it might not so qualify in the future. 6.3. The Company represents that the Contracts are currently, and at the time of issuance shall be, treated as life insurance or annuity insurance contracts, under applicable provisions of the Internal Revenue Code, and that it will make every effort to maintain such treatment, and that it will notify the Fund and the Distributor immediately upon having a reasonable basis for believing the Contracts have ceased to be so treated or that they might not be so treated in the future. The Company agrees that any prospectus offering a contract that is a "modified endowment contract" as that term is defined in Section 7702A of the Internal Revenue Code (or any successor or similar provision), shall identify such contract as a modified endowment contract.

  • Covenants, Representations, and Warranties of Servicer By its execution and delivery of this Agreement, the Servicer makes the following representations, warranties and covenants on which the Trust Collateral Agent relies in accepting the Receivables and on which the Trustee relies in authenticating the Notes. (a) The Servicer covenants as follows:

  • Accuracy of the Company’s Representations and Warranties; Performance by the Company The Company shall have delivered the certificate required to be delivered pursuant to Section 4(o) on or before the date on which delivery of such certificate is required pursuant to Section 4(o). The Company shall have performed, satisfied and complied with all covenants, agreements and conditions required by this Agreement to be performed, satisfied or complied with by the Company at or prior to such date, including, but not limited to, the covenants contained in Section 4(p), Section 4(q) and Section 4(r).

  • ACCOUNTS SUBJECT TO ERISA The ERISA Rider is applicable to all Customers Under Section II of this Schedule A.

  • Number and Qualifications The number of Managers of the Company shall not be less than three nor more than five, as may be determined by the Member from time to time, but no decrease in the number of Managers shall have the effect of shortening the term of any incumbent Manager.

  • Representations and Warranties; Performance of Agreements Company shall have delivered to Agent an Officers' Certificate, in form and substance satisfactory to Agent, to the effect that the representations and warranties in Section 5 hereof are true, correct and complete in all material respects on and as of the Closing Date to the same extent as though made on and as of that date (or, to the extent such representations and warranties specifically relate to an earlier date, that such representations and warranties were true, correct and complete in all material respects on and as of such earlier date) and that Company shall have performed in all material respects all agreements and satisfied all conditions which this Agreement provides shall be performed or satisfied by it on or before the Closing Date except as otherwise disclosed to and agreed to in writing by Agent and Requisite Lenders.

  • Existence and Qualification The Contracting Party is an Oklahoma municipality, validly existing and in good standing under the laws of the State of Oklahoma, and the Contracting Party has all requisite power and authority to own, operate and lease its properties and to carry on its business as presently conducted.

  • Number and Qualification Prior to a public offering of Shares there may be a sole Trustee. Thereafter, the number of Trustees shall be determined by a written instrument signed by a majority of the Trustees then in office, provided that the number of Trustees shall be no less than two or more than nine. No reduction in the number of Trustees shall have the effect of removing any Trustee from office prior to the expiration of his term. An individual nominated as a Trustee shall be at least 21 years of age and not older than 80 years of age at the time of nomination and not under legal disability. Trustees need not own Shares and may succeed themselves in office.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!