The Financings Sample Clauses

The Financings. (a) On the terms and conditions hereinafter set forth, the Agent will, on the date hereof, provide to RSPN financing (the "INITIAL FINANCING") in an amount equal to $26,000,000. Notwithstanding anything to the contrary set forth herein, the parties hereto agree that each Financing constitutes a loan by the Agent to RSPN secured by all of the Financed Receivables (including any Contracts and Receivables which become Financed Receivables after the date hereof pursuant to paragraph (d) below), and all Collections and Related Security (together with the items described in clauses (a) through (c) of Section 2.05, the "COLLATERAL"). To secure payment of all of RSPN's obligations hereunder, RSPN hereby grants to the Agent a first priority perfected security interest in and to all of the Collateral. In connection with the Financings provided herein, and except as otherwise provided herein, the Agent shall, except as provided herein, be entitled to all Collections of Financed Receivables until such time as the Agent shall have received all Scheduled Amounts. (b) On the date hereof, the Agent shall, upon satisfaction of the applicable conditions set forth in Article III, make available to RSPN the sum of $26,000,000 in same day funds at such account at such financial institution as RSPN may specify by written notice to the Agent; PROVIDED, that $3,120,000 shall be utilized by RSPN to satisfy RSPN's obligation to the Agent for a fee in connection with the Initial Financing. (c) The Agent agrees, on the terms and subject to the conditions set forth herein, to provide to RSPN, from time to time following the date hereof to but not including the Commitment Termination Date, further Financings in an aggregate amount not to exceed the Commitment Amount. Each Financing following the Initial Financing shall be made on not less than five Business Days' notice from RSPN to the Agent. Each such notice shall specify the date of the proposed Financing and the amount thereof (which shall be up to the Purchase Price (as such term is defined in the Originator Purchase Agreement) of the Receivables being pledged in connection with such Financing) and shall be accompanied by a Receivables Report listing the Receivables and the related Contracts to be pledged as Collateral hereunder in connection with such Financing and demonstrating (to the Agent's reasonable satisfaction) that the Monthly Revenue of such Receivables will be such that the Collateral Coverage Ratio with respect to suc...
Sample 1
AutoNDA by SimpleDocs
The Financings. 29 Section 2.01.
Sample 1
The Financings. Section 2.01 Entergy Financing; TransCo Securities ................................................................4 Section 2.02 Working Capital Facility ......................................................................................5 Section 2.03 TransCo Subs Financing ......................................................................................5 Section 2.04 Control of Financings...........................................................................................5
Sample 1
The Financings 
Sample 1Sample 2Sample 3See All (24)

Related to The Financings

  • Future Financings The Company agrees that neither it, nor any successor or subsidiary of the Company, will consummate any public or private equity or debt financing prior to the consummation of a Business Combination, unless all investors in such financing expressly waive, in writing, any rights in or claims against the Trust Account.

  • Financings There are no other financings currently pending or contemplated by the Company.

  • Pre-financing Pre-financing is intended to provide the beneficiary with a float. Where required by the provisions of Article I.4 on pre-financing, the beneficiary shall furnish a financial guarantee from a bank or an approved financial institution established in one of the Member States of the European Union. The guarantor shall stand as first call guarantor and shall not require the Commission to have recourse against the principal debtor (the beneficiary). The financial guarantee shall remain in force until final payments by the Commission match the proportion of the total grant accounted for by pre-financing. The Commission undertakes to release the guarantee within 30 days following that date.

  • Financing (a) The Parent has delivered to the Company true, complete and correct copies of: (i) the executed commitment letter, dated as of May 3, 2010 between Merger Sub, Bank of America, N.A., Banc of America Securities LLC, Banc of America Bridge LLC, Barclays Bank PLC, Credit Suisse Securities (USA) LLC, Credit Suisse AG, Cayman Islands Branch, UBS Loan Finance LLC, UBS Securities LLC (the “Debt Financing Commitment”), pursuant to which, upon the terms and subject to the conditions set forth therein, Bank of America, N.A., Banc of America Securities LLC, Banc of America Bridge LLC, Barclays Bank PLC, Credit Suisse Securities (USA) LLC, Credit Suisse AG, Cayman Islands Branch, UBS Loan Finance LLC, UBS Securities LLC have agreed to lend the amounts set forth therein (the “Debt Financing”) for the purpose of funding the transactions contemplated by this Agreement; and (ii) the executed equity commitment letter, dated as of May 3, 2010 among the Parent, Silver Lake Partners III, L.P., Warburg Pincus Private Equity X, L.P. and Warburg Pincus X Partners, L.P. (collectively, the “Investors”) (the “Equity Financing Commitment” and together with the Debt Financing Commitment, the “Financing Commitments”), pursuant to which, upon the terms and subject to the conditions set forth therein, each of the Investors has committed to invest the cash amount set forth therein (the “Equity Financing” and together with the Debt Financing, the “Financing”). None of the Financing Commitments has been amended or modified prior to the date of this Agreement, and, as of the date hereof, the respective commitments contained in the Financing Commitments have not been withdrawn, terminated or rescinded in any respect. As of the date hereof, there are no other agreements, side letters or arrangements to which the Parent or Merger Sub is a party relating to any of the Financing Commitments that could affect the availability of the Financing. As of the date hereof, the Financing Commitments are in full force and effect and constitute the legal, valid and binding obligations of each of the Parent, Merger Sub and, to the knowledge of the Parent, the other parties thereto. There are no conditions precedent or other contingencies related to the funding of the full amount of the Financing (including any “flex” provisions), other than as expressly set forth in the Financing Commitments. Assuming the accuracy of the representations and warranties set forth in Section 3.2 and performance by the Company of its obligations under this Agreement, the aggregate proceeds to be disbursed pursuant to the agreements contemplated by the Financing Commitments, in the aggregate and together with the available cash, cash equivalents and marketable securities of the Company, will be sufficient for the Parent and the Surviving Corporation to pay the aggregate Merger Consideration and to provide Interactive Data (Europe) Limited with sufficient funds to make the deposit into the Escrow Account of the amount of £53 million contemplated by the UK Pension Transitional Agreement, the amounts to be paid pursuant to Section 2.1(d) and all related fees and expenses. As of the date hereof, no event has occurred which would result in any breach or violation of or constitute a default (or an event which with notice or lapse of time or both would become a default) by the Parent or Merger Sub under the Financing Commitments, and the Parent does not have any reason to believe that any of the conditions to the Financing will not be satisfied or that the Financing will not be available to the Parent on the Closing Date. The Parent has fully paid all commitment fees or other fees required to be paid on or prior to the date hereof pursuant to the Financing Commitments. (b) Except as otherwise contemplated by Section 7.4(b), the obligations of the Parent and Merger Sub under this Agreement are not subject to any conditions regarding the Parent’s, Merger Sub’s, their respective Affiliates’, or any other Person’s ability to obtain financing for the consummation of the transactions contemplated hereby.

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