Examples of Second Distribution Amount in a sentence
Upon receipt by Orca Midco of the First Distribution Amount and/or the Second Distribution Amount, Orca Midco shall have the right (which the SPAC acknowledges) to loan such amounts to ITSF or any of its Subsidiaries.
The Parties agree that Orca Midco shall have the right, at any time, to distribute to the Company the receivables in respect of the loans relating to each of (i) the First Distribution Amount, (ii) the Second Distribution Amount, (iii) the Midco-Company Intercompany Loan, (iv) the Specified SPAC Transaction Expenses and (v) the Additional Specified SPAC Transaction Expenses.
If the Second Merger Closing has not occurred prior to August 26, 2024, then Orca Midco shall have the right (subject to and in accordance with the terms and procedures set forth in Section 9.31 and this Section 9.34) to receive an advance from the funds then held in the Divestiture Proceeds Escrow Account in an amount equal to the Second Distribution Amount.
As a condition to receive any release of the Second Distribution Amount from the Divestiture Proceeds Escrow Account, Orca Midco shall execute, issue and deliver a promissory note in form and substance acceptable to SPAC in the principal amount of the Second Distribution Amount, subject to substantially the same terms, including but not limited to, interest rate (which the Parties agree shall be 8% per annum), security and guarantees as the facility set forth on Schedule VIII (a “Promissory Note”).