Alternative Financing Commitment definition

Alternative Financing Commitment means an alternative financing commitment arranged by the Buyer on terms and conditions satisfactory to it in its sole discretion in the event that all or any portion of the Specified Financing becomes unavailable on the terms and conditions described in or contemplated by the Specified Financing Commitment for any reason; (vi) “Alternative Financing Source” means any financing source that is a party to an Alternative Financing Commitment; (vii) “Alternative Financing” means the financing on terms and conditions satisfactory to the Buyer in its sole discretion described in the Alternative Financing Commitment; (viii) “Financing Commitment” means the Specified Financing Commitment together with any Alternative Financing Commitment; and (ix) “subsidiary” shall mean, with respect to any person, any corporation or other person whether incorporated or unincorporated, of which at least a majority of the securities or interests having by their terms thereof ordinary voting power to elect at least a majority of the board of directors or other similar governing body of such corporation or other person is directly or indirectly owned or controlled by such person. If any date on which any action is required to be taken under this Agreement is not a business day, such action shall be required to be taken on the next succeeding business day.

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Alternative Financing Commitment has the meaning set forth in Section 5.8(a). “Antitrust Laws” has the meaning set forth in Section 5.15.

Alternative Financing Commitment shall have the meaning given such term in Section 3.1 of the Agreement.

Examples of Alternative Financing Commitment in a sentence

Nothing in this Section 9.3 shall in any way expand the circumstances in which Purchaser may be liable under this Agreement, any of the transactions contemplated hereby, the Debt Commitment Letter or the Debt Financing (or any Alternative Financing Commitment Letter or Alternative Financing, as applicable).
The funding of the term loans in an amount sufficient to pay the Required Amount (as defined in the Merger Agreement) and the initial availability of the revolving commitments, in each case comprising part of the Debt Financing as contemplated by the Debt Financing Commitment Letter or any Permitted Alternative Financing Commitment Letter, in each case, will have occurred prior to or will occur contemporaneously with the Closing subject to the terms and conditions, as applicable, thereof.
As applicable, references in this Agreement (i) to Financing or Debt Financing shall include Alternative Financing, and (ii) to any Financing Letter or Debt Commitment Letter shall include the Alternative Financing Commitment Letter.
Neither the Alternative Financing Commitment nor the Alternative Financing Agreements shall prevent or impede or materially delay the consummation of the transactions contemplated by this Agreement and the other Transaction Documents.
Defined Term Section Accountants 3.2(b)(ii) Agreement Preamble Allocation 3.5 Alternative Financing 6.11(b) Alternative Financing Commitment Letter 6.11(b) Applicable Parties 9.3 Balance Sheet Date 4.5(c) *** Confidential treatment has been requested for redacted portions of this exhibit.
As applicable, references in this Agreement (other than with respect to representations in this Agreement made by Parent that speak as of the date hereof) (A) to Financing or Debt Financing shall include Alternative Financing, (B) to Financing Commitments or Debt Financing Commitments shall include the Alternative Financing Commitment Letter and (C) to Definitive Financing Agreements shall include the definitive documentation relating to any such Alternative Financing.
References herein to “Financing” shall include the Alternative Financing, if applicable, and references to “Commitment Letter” and “Debt Commitment Letter” shall include the Alternative Financing Commitment Letter, if applicable.
As applicable, references in this Agreement (i) to Debt Financing shall include Alternative Financing and (ii) to any Debt Commitment Letter shall include the Alternative Financing Commitment Letter.
Without limitation of the foregoing, upon the request of the Company from time to time, Parent will promptly update the Company on the material activity and developments of its efforts to arrange and obtain the Financing, including by providing copies of all definitive agreements (and drafts of all offering documents and marketing materials) related to the Financing, and any amendments, modifications or replacements to any Financing Letters (or any Alternative Financing Commitment Letter).
As applicable, references in this Agreement (A) to Debt Financing shall include Alternative Financing, and (B) to the Debt Commitment Letter shall include the Alternative Financing Commitment Letter.

More Definitions of Alternative Financing Commitment

Alternative Financing Commitment has the meaning set forth in Section 5.8(a).

Alternative Financing Commitment means, with respect to any Alternative Financing Provider, such Alternative Financing Provider’s legally valid and binding commitment to provide Alternative Financing. The amount of any Alternative Financing Provider’s Alternative Financing Commitment is the amount of Alternative Financing that such Alternative Financing Provider has made a legally valid and binding commitment to provide in cash, or in the case where such Alternative Financing Provider’s commitment is not capped, an amount equal to the total amount of Alternative Financing reasonably expected to be provided by such Alternative Financing Provider taking into account the then-current Eligible Loan SPA Project Back-Log and the aggregate amount of Alternative Financing Commitments from all other Alternative Financing Providers.