Transaction Financing Clause Samples

Transaction Financing. The Company shall have received the Transaction Financing Commitment Letter.

Transaction Financing. (a) Without limiting anything to the contrary contained herein, during the Interim Period, SPAC, the Company and Pubco may, but shall not be required to, enter into additional financing agreements (any such agreements, the “Additional Financing Agreements” and, together with the Preferred Equity Investment Subscription Agreements and the SEPA Documents, the “Financing Agreements”) on such terms and structuring (whether structured as a private placement of common equity, convertible preferred equity, convertible debt or other securities convertible into or that have the right to acquire common equity, as Trust Account non-redemption or backstop arrangements or a committed equity line facility or otherwise), and using such strategy, placement agents and approach, as SPAC and the Company shall mutually agree (such agreement not to be unreasonably withheld, conditioned or delayed) (collectively, the “Additional Financing Transactions” and, together with the Initial Financing Transactions, the “Transaction Financing”). (b) SPAC, the Company and Pubco shall, and shall cause their respective Representatives to, reasonably cooperate with the others in connection with such Additional Financing Agreements (including having the Company’s senior management participate in any investor meetings and roadshows as reasonably requested by SPAC). Except to the extent permitted pursuant to the terms of the Financing Agreements or otherwise approved in writing by the Company and SPAC (each of which approval shall not be unreasonably withheld, conditioned or delayed), and except for any of the following actions that would not materially increase conditionality or impose any new material obligation on the Company, Pubco or SPAC, during the Interim Period, SPAC, the Company and Pubco shall not (i) reduce the committed investment amount to be received by SPAC, Pubco or the Company under any Financing Agreement or reduce or impair the rights of SPAC, the Company or Pubco under any Financing Agreement or (ii) permit any amendment or modification to be made to, any waiver (in whole or in part) of, or provide consent to modify (including consent to terminate), any provision or remedy under, or any replacements of, any of the Financing Agreements, in each case, other than any assignment or transfer contemplated therein or expressly permitted thereby (without any further amendment, modification or waiver to such assignment or transfer provision). SPAC, Pubco and the Company shall use th...

Transaction Financing. The investment has an estimated project cost of SEK 627 million, and will include the following elements: Gross Portfolio Value 600.0 Latent tax discount -24.5 Mortgage deeds 1.9 Arrangement and sales fee 15.0 Debt financing 7.5 Other start-up costs1 4.5 Working capital 22.6

Transaction Financing. Each of the Acquiror Parties and the Company shall use reasonable best efforts to take, or cause to be taken, all actions and do, or cause to be done, all things necessary, proper or advisable to consummate the transactions contemplated by the Transaction Financing Agreements, including maintaining in effect such agreements and to satisfy on a timely basis all conditions and covenants applicable to it in the Transaction Financing Agreements and otherwise comply with its obligations thereunder to consummate transactions contemplated by the Transaction Financing Agreements at or prior to the Share Exchange Closing.

Transaction Financing. The Transaction Financing Agreements, when entered into by the PubCo and the investors in the Transaction Financing prior to the Share Exchange Closing, shall be in full force and effect with respect to, and binding on, Acquiror, and to the knowledge of Acquiror, on each investor thereto, in accordance with their terms.

Transaction Financing. During the Interim Period, (a) the Company shall use its reasonable best efforts to obtain transaction financing in the aggregate amount of at least US$15,000,000, in the form of firm written commitments from investors reasonably acceptable to SPAC or in the form of good faith deposits made by investors for a private placement of equity, debt or other alternative financing, in each case, to the Company or PubCo, on terms and conditions to be agreed by SPAC and the Company (a “Transaction Financing Procured by Company”), and (b) as long as the Company obtains the Transaction Financing Procured by Company, the SPAC shall use its reasonable best efforts to obtain additional transaction financing to SPAC or PubCo on terms reasonably satisfactory to SPAC and the Company (a “Transaction Financing Procured by SPAC” and together with the Transaction Financing Procured by Company, the “Transaction Financings”).

Transaction Financing. (a) As soon as practicable after the execution and delivery of this Agreement, Purchaser shall enter into definitive agreements on terms and conditions satisfactory to the Company (the “Equity Agreements”) (i) with certain investors (the “PIPE Investors”) pursuant to which such investors, upon the terms and subject to the conditions set forth therein, will purchase shares of Purchaser Common Stock at a purchase price of ten dollars ($10.00) per share, and/or (ii) with certain “beneficial owners” (within the meaning of Rule 13d-3 under the Securities Exchange Act of 1934, as amended)] of Purchaser Common Stock (the “Non-Redeeming Stockholders” and together with the PIPE Investors, the “Equity Investors”) pursuant to which such Purchaser stockholders shall agree, upon the terms and subject to the conditions set forth therein, not to redeem their shares of Purchaser Common Stock in connection with the Merger and to waive their redemption rights under the Purchaser’s amended and restated memorandum and articles of association; provided that the combination of proceeds under (i) and (ii) shall be equal to an aggregate of at least ten-million dollars ($10,000,000) (the “Equity Amount”) held inside or outside the Trust Account (as defined below) immediately prior to the consummation of the Merger (the “Equity Investment”). (b) The Purchaser has received and provided to the Company a non-binding summary of financing terms, and the Purchaser shall, as soon as practicable after the execution and delivery of this Agreement, enter into definitive agreements, on terms and conditions satisfactory to the Company (the “Debt Agreements” and together with the Equity Agreements, the “Financing Agreements”) with certain investors (the “Debt Investors” and together with the Equity Investors, the “Investors”) pursuant to which such investors, upon the terms and subject to the conditions set forth therein, will purchase convertible notes of Purchaser with an aggregate principal funding amount equal to thirty million dollars ($30,000,000) (the “Debt Amount” and together with the Equity Amount, the “Financing Amount”), in a private placement or placements to be consummated immediately prior to the consummation of the Merger (the “Debt Investment” and together with the Equity Investment, the “Transaction Financing”). (c) The Purchaser shall use its reasonable best efforts to satisfy the conditions of the Investors’ closing obligations contained in the Financing Agreements and consu...

Transaction Financing. During the Term, HCFP shall have the right (“Management Right”) to serve as managing underwriter, managing placement agent or managing arranger for any financing to be undertaken in connection with any Transaction by the Company or any subsidiary or successor of the Company with aggregate gross proceeds of less than $25,000,000 (each, a “Proposed Financing”) on terms then competitive in the market for transactions of such type. For any financing for which HCFP would be entitled to the Management Right but for the fact that its gross proceeds are $25 million or more, HCFP shall be entitled to (i) act as a co-managing underwriter, co-managing agent or co-managing arranger for such financing (“Co-Manager”) or at such other level as HCFP shall reasonably elect and (ii) assist the Company in identifying, selecting and negotiating with the lead underwriter, agent or arranger for such financing.

Transaction Financing. As soon as practicable after the signing of this Agreement, each of SPAC, the Company, and , Sponsor, shall jointly exercise their reasonable best efforts to obtain transaction financing (“Transaction Financing”), in the form of signed agreements for a private placement of equity, or other alternative financing, from Transaction Investors, to be agreed by SPAC and the Company, in an aggregate amount of not less than $20,000,000.