Flow of Funds Agreement Sample Clauses

Flow of Funds Agreement a Flow of Funds Agreement, in form and substance reasonably satisfactory to the Agent, by and among the Obligors, the Agent, the Lenders and the other Persons party thereto, and the related funds flow memorandum describing the sources and uses of all cash payments in connection with the consummation of the Pental Acquisition and the transactions contemplated by this Agreement. FLSA: the Fair Labor Standards Act of 1938. Foreign Lender: any Lender that is not a U.S. Person. Foreign Plan: any employee benefit plan or arrangement maintained or contributed to by any Obligor or Subsidiary that is (a) not subject to the laws of the United States; or (b) mandated by a government other than the United States for employees of any Obligor or Subsidiary.
AutoNDA by SimpleDocs
Flow of Funds Agreement. The Agents shall have received a Flow of Funds Agreement with respect to the Term Loan A-1, duly executed by the Borrowers, the Lenders and the Agents.
Flow of Funds Agreement a Flow of Funds Agreement, in form and substance reasonably satisfactory to the Lender, by and among the Obligors, the Lender and the other Persons party thereto, and the related funds flow memorandum describing the sources and uses of all cash payments in connection with the consummation of the Pental Acquisition and the transactions contemplated by this Second Amendment. FLSA: the Fair Labor Standards Act of 1938. Foreign Plan: any employee benefit plan or arrangement maintained or contributed to by any Obligor or Subsidiary that is (a) not subject to the laws of the United States; or (b) mandated by a government other than the United States for employees of any Obligor or Subsidiary.
Flow of Funds Agreement. Agent shall have received a flow of funds agreement, including schedule(s) of detailed flow of funds/sources and uses, disbursements, and wire transfer instruction prepared by Loan Parties and approved by PNC, in its capacities as Agent hereunder and as issuer under the Related L/C Facility, in its sole discretion (the “Closing Date Flow of Funds Agreement”), duly executed and delivered by Borrowing Agent, pursuant to which the Borrowing Agent directs Agent to disburse the initial Advances hereunder so as to consummate the Transactions. (x) Certificate of Beneficial Ownership; USA Patriot Act Diligence. Agent and each Lender shall have received, in form and substance acceptable to Agent and each Lender an executed Certificate of Beneficial Ownership for each Loan Party and such other documentation and other information requested in connection with applicable “know your customer” and anti-money laundering rules and regulations, including the USA Patriot Act; and (y)
Flow of Funds Agreement. Administrative Agent shall have received a fully executed and delivered Flow of Funds Agreement.
Flow of Funds Agreement a Flow of Funds Agreement, in form and substance reasonably satisfactory to the Agent, by and among the Obligors, the Agent, the Lenders and the other Persons party thereto, and the related funds flow memorandum describing the sources and uses of all cash payments in connection with the consummation of the Pental Acquisition and the transactions contemplated by this Agreement. FLSA: the Fair Labor Standards Act of 1938. Foreign Lender: any Lender that is not a U.S. Person. Foreign Plan: any employee benefit plan or arrangement maintained or contributed to by any Obligor or Subsidiary that is (a) not subject to the laws of the United States; or (b) mandated by a government other than the United States for employees of any Obligor or Subsidiary. Foreign Subsidiary: (a) a Subsidiary that is a "“controlled foreign corporation"” under Section 957 of the Code, (a "“CFC"”), (b) a Subsidiary of a CFC, or and (c) any Subsidiary (including a Subsidiary that is a U.S. Person) substantially all of the assets of which consist of Equity Interests in one or more CFCsa CFC.
Flow of Funds Agreement. Agent shall have received a flow of funds agreement, including schedule(s) of detailed flow of funds/sources and uses, disbursements, and wire transfer instruction prepared by Loan Parties and approved by PNC, in its capacities as Agent hereunder and as issuer under the Related L/C Facility, in its sole discretion (the “Closing Date Flow of Funds Agreement”), duly executed and delivered by Borrowing Agent, pursuant to which the Borrowing Agent directs Agent to disburse the initial Advances hereunder so as to consummate the Transactions. 151
AutoNDA by SimpleDocs
Flow of Funds Agreement. Agent and Ex-Im Agent shall have received a flow of funds agreement, including a schedule of sources and uses prepared by Loan Parties and a schedule of payments and disbursements prepared by Loan Parties (the “Closing Date Flow of Funds Agreement”), duly executed and delivered by Borrowing Agent pursuant to which the Borrowing Agent directs Agent to disburse the initial Advances hereunder and initial Ex-Im Revolving Advances under the Ex-Im Subfacility Credit Agreement so as to consummate the Transactions.
Flow of Funds Agreement. Agent and Domestic Agent shall have received a flow of funds agreement, including a schedule of sources and uses prepared by Loan Parties and a schedule of payments and disbursements prepared by Loan Parties (the “Closing Date Flow of Funds Agreement”), duly executed and delivered by Borrowing Agent pursuant to which the Borrowing Agent directs Agent to disburse the initial Advances hereunder and initial Domestic 156 Revolving Advances and initial Domestic Letters of Credit under Domestic Credit Agreement so as to consummate the Transactions.

Related to Flow of Funds Agreement

  • Lock-Up Agreement The Underwriters shall have received all of the Lock-Up Agreements referenced in Section 4 and the Lock-Up Agreements shall remain in full force and effect.

  • Designation Agreement Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as described in the Reporting Requirements). Accordingly:

  • Amendment to Intercreditor Agreement The Lenders hereby authorize and direct the Administrative Agent to enter into an amendment to the Intercreditor Agreement in substantially the form attached hereto as Exhibit B.

  • Lockup Agreement The Company will deliver to the Subscribers on or before the Closing Date and enforce the provisions of irrevocable lockup agreements (“Lockup Agreement”) in the form annexed hereto as Xxxxxxx X0, Xxxxxxx X0 and Xxxxxxx X0, with the persons identified on Schedule 9(v) with respect to the Common Stock identified on Schedule 9(v). The Company further agrees it will not issue any shares described in Section 12(a)(v) unless the employee has delivered prior thereto an executed Lockup Agreement.

  • Reimbursement Agreement The Sponsor entered into an Expense Reimbursement Agreement (“Reimbursement Agreement”) substantially in the form annexed as an exhibit to the Registration Statement pursuant to which the Sponsor has committed to fund the Company up to $1,750,000 for the Company’s expenses relating to investigating and selecting a target business and other working capital requirements prior to an initial Business Combination.

  • Subordination Agreement Each of (i) the subordination of interest payments to the Noteholders of the Class B Notes to the payment of any First Priority Principal Payment to the Noteholders of the Class A Notes and (ii) the subordination of interest payments to the Noteholders of the Class C Notes to the payment of any Second Priority Principal Payment to the Noteholders of the Class A Notes and the Class B Notes under Section 8.2(c) is a subordination agreement within the meaning of Section 510(a) of the Bankruptcy Code.

  • FORM OF JOINDER AGREEMENT This Joinder Agreement (the “Joinder Agreement”) is made and dated as of [ ], 20[ ], and is entered into by and between__________________., a ___________ corporation (“Subsidiary”), and HERCULES CAPITAL, INC., a Maryland corporation (as “Agent”).

  • Financing Agreement This Amendment shall constitute a Financing Agreement.

  • Existing Lock-Up Agreement The Company will enforce all existing agreements between the Company and any of its security holders that prohibit the sale, transfer, assignment, pledge or hypothecation of any of the Securities in connection with the Offering. In addition, the Company will direct the Company’s transfer agent to place stop transfer restrictions upon any such Securities of the Company that are bound by such existing “lock-up” agreements for the duration of the periods contemplated in such agreements.

  • Amendment of Rights Agreement The Rights Agreement is hereby amended as follows:

Time is Money Join Law Insider Premium to draft better contracts faster.