Funding Failure definition

Funding Failure has the meaning set forth in Section 5.7.10.

Funding Failure means the First Funding Failure or a Subsequent Funding Failure, as applicable.

Funding Failure means AMID’s inability or failure to make (or obtain funds sufficient to make) the cash payments required to be made pursuant to Section 2.2 and Section 6.3(d) if (a) all conditions to the Closing set forth in Section 6.1 and Section 6.2 have been satisfied or waived by the AMID Entities (other than conditions that, by their nature, are to be satisfied at the Closing), (b) the Closing has not occurred on or prior to the Outside Date after the satisfaction or waiver by the AMID Entities of each condition to the Closing set forth in Section 6.1 and Section 6.2 (other than conditions that, by their nature, are to be satisfied at the Closing) and (c) Holdings LP is prepared to and is able to consummate the Transactions on the terms set forth in this Agreement; provided that a Funding Failure shall not be deemed to have occurred if (x) AMID GP or any of its Affiliates commits to provide any Financing (an “AMID GP Financing”) and Holdings LP or any holders of its Equity Interests or any of their respective Affiliates (including the Guarantors but excluding any Holdings Company) do not commit to provide Financing in an amount equal to the lesser of (i) 20% of the AMID GP Financing and (ii) $15 million at the same time and on the same terms and conditions as the AMID GP Financing (the “Holdings Financing”) and (y) the failure of Holdings LP or any holders of its Equity Interests or any of their respective Affiliates (including the Guarantors but excluding any Holdings Company) to commit to provide, or provide, Holdings Financing is the sole reason for AMID’s inability or failure to make the cash payments required to be made pursuant to Section 2.2 and Section 6.3(d).

Examples of Funding Failure in a sentence

• Change in structure of funding bodies, and introduction of new priorities), noting that this remained high risk (i.e. rated Red) even after controls, as there were limited controls available to the College, although it could monitor and evaluate the external environment. Risk 8: Funding (Failure to comply with LSC/ The Agency/HEFCE Financial Memorandum and HEFCE conditions of funding.

• In addition, notwithstanding the foregoing if Xxxxxxx exercises its rights under Section 2.9(c)(i) or (ii) of the Warrant Agreement in accordance with the provisions thereof due to a Funding Failure or an uncured breach by the Company of this Agreement, Xxxxxxx shall be entitled to terminate this Agreement, for any reason or for no reason, effective upon ***** written notice to Affimed (in addition to its termination rights under Sections 14.2.1(b) and 14.2.2).

• For the avoidance of doubt, this Section 14.3.2(d) shall not apply if Xxxxxxx exercises its rights under Section 2.9(c) of the Warrant Agreement due to a Funding Failure or an uncured breach by the Company of this Agreement.

• Furthermore, for the avoidance of doubt, this Section 9.8(b) shall not limit the Company’s ability to seek specific performance of Parent’s obligations pursuant to Section 6.9, or to seek specific performance of Parent’s and Acquisition Sub’s obligations to consummate the Offer and the Merger if a Funding Failure is cured.

• Coopetition clearly generates tensions (Bengtsson et al., 2016; Tidström, 2014) at both inter- and intra-organizational levels (Fernandez et al., 2014), but it can also create harmony (Chou and Zolkiewski, 2018).

More Definitions of Funding Failure

Funding Failure means the occurrence of any of the following:

Funding Failure has the meaning set forth in the Purchase Agreement.

Funding Failure means (a) with respect to clause (i) of the definition of Required Funding Date, the failure by the Company to receive at least $87,000,000 pursuant to the Equity Commitment Documents, (b) with respect to clause (ii) of the definition of Required Funding Date, the failure by the Company to receive at least $100,000,000 pursuant to the Equity Commitment Documents (the “April Equity Tranche”), (c) with respect to any other Required Funding Date, the failure by the Company to receive the aggregate cash exercise price payable with respect to a Forced Exercise (assuming full exercise in respect of the Maximum Forced Exercise Share Amount (as such term is defined in the Equity Commitment Document described in clause (b) of such definition) with respect to such Forced Exercise as set forth in the Equity Commitment Documents described in clause (b) of the definition thereof) on such Required Funding Date; provided, that if a Forced Exercise could not occur because of the Company’s failure to satisfy clauses (xi) and (xiii) of the “Equity Conditions” (as such term is defined in the Equity Commitment Document described in clause (b) of such definition) on such date, the Company shall have until the date that is five (5) Trading Days following such Required Funding Date to consummate the Forced Exercise prior to it resulting in a Funding Failure, (d) the failure to satisfy clause (x) of the “Equity Conditions” (as such term is defined in the Equity Commitment Document described in clause (b) of such definition) which continues for a period of 5 Business Days following the date of the failure to satisfy such condition, or (e) a holder of the Equity Commitment Document described in clause (b) of such definition repudiates in writing any of its obligations to purchase equity under the Equity Commitment Documents (including pursuant to a termination or revocation of such obligations).

Funding Failure has the meaning set forth in Section 8(e)(i) of this Supplement.

Funding Failure means a determination by the board of directors of Nabors to cease funding the business of the Company, or to fund the business of the Company at a level below the reasonable needs of the business necessary to maintain an ongoing concern.

Funding Failure means the failure of ICCMIC to fund at least $3 million of Additional Loans (as defined in the Loan Agreement) pursuant to and in accordance with Section 11 of the Loan Agreement, other than because of a breach by ICCMIC of its obligation, if any, to fund such Additional Loans.

Funding Failure means (a) with respect to each Required Funding Date, the failure by the Company to receive the aggregate cash exercise price payable with respect to a Forced Exercise (assuming full exercise in respect of the Maximum Forced Exercise Share Amount (as such term is defined in the Equity Commitment Document described in clause (b) of such definition) with respect to such Forced Exercise as set forth in the Equity Commitment Documents described in clause (b) of the definition thereof) on such Required Funding Date; provided that if a Forced Exercise could not occur because of the Company’s failure to satisfy clauses (x), (xi) and (xiii) of the “Equity Conditions” (as such term is defined in the Equity Commitment Document described in clause (b) of such definition) on such date, the Company shall have until five (5) Trading Days following such Required Funding Date to consummate the Forced Exercise prior to it resulting in a Funding Failure or (b) a holder of the Equity Commitment Document described in clause (b) of such definition repudiates in writing any of its obligations to purchase equity under the Equity Commitment Documents (including pursuant to a termination or revocation of such obligations).