Third-Party Financing Transaction Sample Clauses
A Third-Party Financing Transaction clause defines the terms under which a party may obtain funding from an external lender or investor to fulfill its obligations under the agreement. This clause typically outlines the conditions for seeking such financing, any required notifications or consents from the other party, and the impact of financing on the parties’ rights and obligations. Its core function is to facilitate access to external capital while ensuring that the interests of all parties to the contract are protected and that the transaction proceeds smoothly even when third-party funding is involved.
Third-Party Financing Transaction. The Stockholders and COMCOR agree that if AGI enters into a transaction with a non-affiliated third-party (the "Third-Party") pursuant to which AGI issues shares of AGI Common Stock to the Third-Party representing at least 10% of the then outstanding AGI Common Stock in return for financing or other consideration (a "Third-Party Financing Transaction"), to the extent contemplated by the Third-Party Financing Transaction, (i) this Agreement shall terminate as a condition to the consummation of the Third-Party Financing Transaction, (ii) simultaneously with the closing of the Third-Party Financing Transaction such Parties and the Third-Party shall execute and deliver a new voting agreement (the "New Voting Agreement") that will adjust the allocation of director designees and directors as necessary to reflect the Third-Party's ownership of AGI Common Stock and (iii) the bylaws of AGI will be amended as promptly as practicable in order to reflect the terms and conditions of the New Voting Agreement.
Third-Party Financing Transaction. Should either Party wish to enter into any royalty financing, monetization or similar transaction in relation to this Agreement (whether through the issue of debt or equity or the grant of a security interest in this Agreement) with a Third Party, such Party shall notify the other Party of any requested amendments to the terms of this Agreement as reasonably necessary to consummate such transaction. Following such notice, the Parties shall discuss in good faith and reasonably agree in good faith within [**] to appropriate modifications , provided that such terms do not (a) reduce any financial consideration owed to such other Party or would otherwise materially and adversely limit its rights to Licensed Products, or increase its obligations, under this Agreement, (b) require such other Party to share with any Third Party Confidential Information other than financial information and notices exchanged between the Parties under this Agreement that relate to the product(s) subject to such transaction (and provided that such Third Party is bound by confidentiality and non-use obligations substantially equivalent to those of this Agreement), or (c) provide any Third Party with the right to enforce any provision under this Agreement.