Tranche C. Each Tranche C Lender severally agrees, on the terms and conditions hereinafter set forth, to make Tranche C Revolving Credit Advances denominated in Euros to any Borrower from time to time on any Business Day during the period from the Effective Date until the Termination Date applicable to such Lender in an amount (determined by reference to the Equivalent of Euros in Dollars determined on the date of delivery of the applicable Notice of Revolving Credit Borrowing) not to exceed such Lender’s Unused Tranche C Commitment. Each Revolving Credit Borrowing under the Tranche C Facility shall be in an amount not less than the Revolving Credit Borrowing Minimum or the Revolving Credit Borrowing Multiple in excess thereof and shall consist of Eurocurrency Rate Advances in the same currency made on the same day by the Lenders ratably according to their respective Tranche C Revolving Credit Commitments. Within the limits of each Lender’s Tranche C Revolving Credit Commitment, any Borrower may borrow under this Section 2.01(a)(iii), prepay pursuant to Section 2.10 and reborrow under this Section 2.01(a)(iii).
Tranche C. The Borrower may not deliver a Drawdown Notice if as a result of the proposed Advance more than three Tranche C Advances would be outstanding.
Tranche C. The Borrower must pay to the Facility Agent on account of the Financiers proportionally to their respective Tranche C Commitments an unused commitment fee in US Dollars at a per annum rate equal to 30% of the Margin on the daily unutilised balance of the Tranche C Commitment. This fee:
(i) accrues daily from the date of this agreement up to and including the Tranche C Termination Date;
(ii) is calculated on the basis of the actual number of days elapsed and of a 360 day year; and
(iii) is payable in arrears, on the last day of each calendar month, and on the Tranche C Termination Date or, if earlier, on the day on which the Tranche C Commitment reduces to zero.
Tranche C. On the third anniversary of the Effective Date, $ (“Tranche C”) shall be multiplied by the Target Value Adjustment percentage under Exhibit A, determined with reference to the calculated Share Price on such anniversary date to establish the adjusted value of Tranche C (“Tranche C Adjusted Value”). The adjusted values so determined shall accumulate (without interest) over the period ending on the third anniversary of the Effective Date and shall be payable to the Executive in one cash payment in accordance with Section 3, provided the vesting requirements under Section 4 have been satisfied at that time.
Tranche C. The obligation of the Lender to make the Loan under Tranche C is subject solely to the satisfaction or waiver of each of the following conditions:
(i) receipt by the Lender Representative of an executed Drawdown Notice in accordance with Clause 3.2;
(ii) Tranche B has been drawn in full prior to the applicable Drawdown Date;
(iii) the representations and warranties set forth in Clause 7 and in each other Loan Document shall be true and correct in all material respects as of the applicable Drawdown Date with the same effect as though made as of such date (except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date);
(iv) at the time of, and immediately after giving effect to the borrowing as of the applicable Drawdown Date, no Default or Event of Default shall have occurred and be continuing; and
(v) the Borrower Representative has raised at least $[**] in cumulative gross cash proceeds in the form of equity or equity linked securities in one or more series of transactions (including any public offering, private placement or “at-the-market” offering) after the date of the Loan Agreement (any such transaction, a “Capital Raise”).
Tranche C. After giving effect to the transactions contemplated hereby, Tranche C shall remain inactive and Section 6.3(c) of the Credit Agreement is hereby amended by striking the figure "$5,000,000" wherever such figure appears therein and substituting the figure "$3,375,0001, therefor.
Tranche C. During the Term, the Holder may purchase [_______] shares of Warrant Stock (the " Tranche C Warrant Stock" ) at an exercise price per share of Warrant Stock equal to $1,250.00.
Tranche C. Up to Four Million Seven Hundred Fifty Thousand Dollars ($4,750,000) of the Term Loan (“Tranche C”) may be used by Borrower for the purpose of funding additional acquisition, processing and interpretation of geological and geophysical data, Land Activities and Well Development Activities, at Lender’s sole and absolute discretion.
Tranche C. As a condition precedent to the Initial Disbursement Date pursuant to Section 6.02(m) of the Credit Agreement, each Pledgor agrees, on a several basis, to procure, provide and maintain in full force and effect one or more Equity Letters of Credit in an amount equal to its Tranche C Loan Commitment (if any), as the same may be revised from time to time pursuant to any assignments of the Tranche C Loan Commitments made in accordance with Section 11.06(b) of the Credit Agreement.
Tranche C. (a) The Borrower may request the Advance under Tranche C, if the Lender receives Drawdown Notice not later than 11:00 a.m. on the first (1) Business Day prior to the Drawdown date, provided that:
(i) the conditions precedent under Clause 5.1.have been satisfied and being fulfilled to the Lender;
(ii) the Lender shall have received any agreement or documentation in relation to the Tranche C Facility in such form as prescribed by the Lender, duly signed by the Borrower prior to the utilization of Tranche C Facility;
(iii) the Borrower has paid the fee for issuance of the letter of guarantee at the rate of 1.5% per year to the Lender; and
(iv) the validity of the letter of guarantee issued by the Lender shall not exceed Tranche C Final Maturity Date.
(b) The outstanding debit balance in Tranche C Facility account shall in any event be reduced to zero no later than the last day of the Tranche C Final Maturity Date.
