WKKC Financing Arrangements Clause Samples

WKKC Financing Arrangements. (a) Prior to the Effective Time and pursuant to the Internal Reorganization Step Plan, (i) WKKC will enter into one (1) or more financing arrangements and agreements (the “WKKC Financing Arrangements”), pursuant to which it shall borrow prior to the Effective Time a principal amount sufficient to effect the Cash Transfer (as defined below) (the “WKKC Debt”) and (ii) WKKC shall distribute, convey or otherwise transfer to Kellanova, in the manner determined by ▇▇▇▇▇▇▇▇▇, a portion (as determined by ▇▇▇▇▇▇▇▇▇ in its sole discretion) of the proceeds of the WKKC Debt to Kellanova, as partial consideration for the transfer of WKKC Assets to WKKC in the Contribution pursuant to Section 2.1 (such distribution, conveyance or transfer, the “Cash Transfer”). ▇▇▇▇▇▇▇▇▇ and WKKC agree to take all necessary actions to assure the full release and discharge of Kellanova and the other members of the Kellanova Group from all obligations pursuant to the WKKC Financing Arrangements as of no later than the Effective Time. (b) Prior to the Effective Time, ▇▇▇▇▇▇▇▇▇ and WKKC shall cooperate in the preparation of all materials as may be necessary or advisable to execute the WKKC Financing Arrangements.