Required Financing definition

Required Financing shall have the meaning ascribed to such term in the Stock Purchase Agreement.

Required Financing means Third Party Warehouse Agreements (taken together with any Additional Financing) (a) with aggregate commitments of at least $4.5 billion, without any breaches or defaults under such agreements and with conditions to funding that the Company reasonably expects that it will be able to satisfy, (b) with terms such that Third Party Warehouse Agreements (taken together with any Additional Financing) that have aggregate commitments of at least $2.0 billion shall have a maturity of no earlier than two years following the later of the respective dates of such Third Party Warehouse Agreements or Additional Financing and the latest renewal, extension or rollover of such Third Party Warehouse Agreements or Additional Financing and (c) (i) in the case of Third Party Warehouse Agreements entered into after the date of this Agreement, with terms that are not materially less favorable to the Company in the aggregate than the terms of the Comparable Facility and (ii) in the case of Third Party Warehouse Agreements in effect as of the date of this Agreement the maturities of which are extended after the date of this Agreement, with margins and advance rates that are not materially less favorable to the Company in the aggregate than the comparable terms of the Comparable Facility and the other terms of such extended Third Party Warehouse Agreements are not materially less favorable in the aggregate than the terms of such Third Party Warehouse Agreements prior to such extension; provided that clauses (i) and (ii) shall be satisfied with respect to the margins of such Third Party Warehouse Agreements if such margins do not exceed the margins of the Comparable Facility by more than 40 basis points.

Required Financing. As defined in Section 5.8.

Examples of Required Financing in a sentence

• No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Parties; provided, that the Parent or Buyer may assign its rights under this Agreement to any Investor pursuant to the Required Financing, as reasonably acceptable to the Stockholders and Seller.

• Without further consent or authorization from any Financing Providers, the Collateral Agent shall be deemed to have released any lien encumbering any item of Collateral upon its sale or other disposition permitted by this Agreement (except for the proceeds of such sale or disposition and except to the extent of the interest, if any, that thereafter reverts to the Company for any reason) or as otherwise permitted or required hereunder or to which the Required Financing Providers have otherwise consented.

• No amendment, modification or waiver in respect of this Agreement will be effective unless in writing (including, without limitation, a writing evidenced by a facsimile transmission or electronic mail) and executed by each of the Company, the Agents and the Required Financing Providers; provided, however, that the Administrative Agent may waive any of the Eligibility Criteria and the requirements set forth in Schedule 3 or Schedule 4 in its sole discretion.

• In the event the Collateral Agent or the Collateral Administrator shall receive conflicting instruction from the Administrative Agent and the Required Financing Providers, the instruction of the Required Financing Providers shall govern.

• No Agent shall be liable for any action taken or not taken by it in the absence of its own gross negligence or willful misconduct or with the consent or at the request or direction of the Administrative Agent (in the case of the Collateral Administrator and the Collateral Agent only) or the Required Financing Providers (or such other number or percentage of the Financing Providers that shall be permitted herein to direct such action or forbearance).

More Definitions of Required Financing

Required Financing means that financing (whether debt or equity) necessary to satisfy the terms of the Asset Transfer Agreement, dated as of the date hereof, between General Motors LLC and Licensee.

Required Financing means an equity financing of the Company on terms and conditions (including, without limitation, pricing, dividends, liquidation preference, conversion price, anti-dilution rights and special voting rights) proposed by Investors and their affiliates (other than MPM and its affiliates or their respective transferees) holding a majority of the outstanding shares of Series C Preferred Stock. Notwithstanding anything to the contrary (including, without limitation, Section 2.4 hereof), in the event that Investors and their affiliates (other than MPM and its affiliates or their respective transferees) holding a majority of the outstanding shares of Series C Preferred Stock compel a Required Financing, each holder of Preferred Stock and each holder of Common Stock shall have the right to participate in such Required Financing on a pro rata, as converted basis (the “Participation Right”). In furtherance of the foregoing, for the purposes of Article III, Section (B)(4)(m)(i) of the Restated Articles, each holder of Preferred Stock agrees that the Participation Right shall be deemed to be included in the right of first offer set forth in Section 2.4 hereof. In addition, each Investor and each Founder (solely in its capacity as a shareholder of the Company) agrees that it shall take all actions reasonably necessary to consummate such Required Financing, including, without limitation, consenting to or voting in favor of any amendment to the Restated Articles required in order to consummate such Required Financing. This provision shall in no way be interpreted to create a requirement that any Investor or Founder participate in any such Required Financing.

Required Financing means a minimum of $50,000,000 in financing.

Required Financing has the meaning set out in Section 1.6 of Schedule “B”;

Required Financing means (a) Subordinated Financing and (b) senior debt financing in an aggregate amount of not less than $70 million and (c) the Preferred Stock.

Required Financing means a minimum of $30,000,000 in financing.

Required Financing means the closing of any Borrower financing which becomes effective during the period commencing on January 1, 2013 through and including the Closing Date and results in aggregate proceeds to Borrower of at least $12,500,000.