Definitive Financing Agreements has the meaning set forth in Section 5(e) below.
Definitive Financing Agreements means collectively any of the documents pursuant to which the Financing is given effect.
Definitive Financing Agreements is defined in Section 7.4.4.
Examples of Definitive Financing Agreements in a sentence
The right to specific enforcement shall include the right of the Company to cause Parent and Merger Sub to cause the Offer, the Merger and the other Transactions to be consummated on the terms and subject to the conditions set forth in this Agreement and the right of the Company to cause Parent and Merger Sub to cause any Lender to comply with its obligations under the Commitment Letter and/or the Definitive Financing Agreements.
Parent and Merger Sub shall keep the Company informed on a reasonably current basis of the status of its efforts to arrange the Financing (including providing the Company with copies of all Definitive Financing Agreements), and such other information and documentation available to Parent and Merger Sub as shall be reasonably requested by the Company.
More Definitions of Definitive Financing Agreements
Definitive Financing Agreements has the meaning set forth in Section 8.08(a).
Definitive Financing Agreements has the meaning ascribed to it in ------------------------------- Section 9.1(b). "De Minimis Buyer Losses" has the meaning ascribed to it in Section ----------------------- 8.2(b). "De Minimis Seller Losses" has the meaning ascribed to it in Section ------------------------ 8.3(b).
Definitive Financing Agreements. (as defined in the Extension Agreement) and make additional loans to Borrowers;
Definitive Financing Agreements as used in this Agreement (including as used in any definition incorporating such terms) shall mean such documents as so amended, supplemented, modified or waived and (y) the terms “Financing”, “Debt Financing” and “Equity Financing” as used in this Agreement (including as used in any definition incorporating such terms) shall mean the financing contemplated by the Debt Commitment Letters and the Equity Commitment Letter, as applicable, as so amended, supplemented, modified or waived. Nothing contained in this Section 6.8 or elsewhere in this Agreement shall require, and in no event shall the requisite efforts of Purchaser be deemed or construed to require, Purchaser to (i) seek or obtain equity financing (other than pursuant to the express terms of the Equity Commitment Letter), or (ii) without limiting its obligation to enforce its rights under the Debt Commitment Letter as described above, initiate, prosecute or maintain any claim, action, suit, demand, grievance, arbitration or similar proceeding against any Financing Sources under the Debt Commitment Letter or Equity Commitment Letter or other Persons providing the Financing under the Commitment Letters. (b) In the event all or any material portion of the Debt Financing becomes unavailable, (i) Purchaser shall promptly notify Seller in writing and (ii) Purchaser shall use its commercially reasonable efforts to arrange and obtain, as promptly as practicable following the occurrence of such event but no later than the Closing Date, alternative debt financing from the same or alternative sources of debt financing (the “Alternative Debt Financing”) in an amount no 34
Definitive Financing Agreements has the meaning given in clause 5.3(a);
Definitive Financing Agreements has the meaning set forth in Section 6.8(a). “Designated Liabilities” means (i) any Liability for any amounts in respect of the Closing Debt or Closing Transaction Expenses not included in the calculation of the Final Debt or Final Transaction Expenses, as applicable and (ii) any Liability under any management agreement, monitoring agreement, indemnification agreement or similar agreement between the Seller or any of its Affiliates (including the Company) on the one hand, and Lone Star Funds, LSF9 Cypress Parent 2 LLC or any of their respective Affiliates, on the other hand. “Disputed Items” has the meaning set forth in Section 2.3(c). “Dollars” or “$,” unless otherwise specified herein, means United States Dollars. The exchange rate for conversion of United States Dollars into Canadian Dollars hereunder shall be the applicable foreign exchange rate as published by The Wall Street Journal on the date hereof. “Effective Time” means 12:01 a.m. Pacific time on the Closing Date. “Enforceable” means, with respect to any Person under any Contract, that such Contract is the legal, valid and binding obligation of such Person, enforceable against such Person in accordance with its terms, except (a) to the extent that such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar Laws now or hereafter in effect relating to creditors’ rights generally, and general principals of equity (regardless of whether such enforceability is considered in Action at law or in equity) and (b) that the remedy of specific performance and injunctive and other forms of equitable relief may be subject to equitable defenses and to the discretion of the Governmental Authority before which any Action therefor may be brought. “Environmental Law” means any Law regulating pollution, protection of the environment, public or worker health and safety (to the extent addressing exposure to Hazardous Substances) including (i) any manner of generating, accumulating, storing, treating, transporting or disposing of any Hazardous Substance or (ii) any spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, leaching, dumping, or disposing into the environment of any Hazardous Substance, including the abandonment or discarding of barrels, containers and other closed receptacles containing any Hazardous Substance. “Equity Commitment Letter” shall mean the commitment letter, dated as of the date hereof, to provide to ...
Definitive Financing Agreements means definitive agreements with respect to credit facilities or other funding sources sufficient to fund the amount required for Acquisitionco to carry out its obligations under the Combination Agreement and has the meaning ascribed to it in Section 4.7 of the Combination Agreement.