The Financing. Section 2.01. The Association agrees to make available to the Borrower, on the terms and conditions set forth or referred to in this Agreement:
The Financing. Section 2.01. C-PACE Financing of Energy Efficiency or Renewable Energy Improvements; Assessment Lien 2 Section 2.02. Absolute Obligation; Evidence of Indebtedness 2 Section 2.03. Material Terms of Financing 3 Section 2.04. Security/Collateral for the C-PACE Financing 3 Section 2.05. Funding 3 Section 2.06. C-PACE Financing Payments 3 Section 2.07. Excess Funds 5 ARTICLE III PROPERTY OWNER’S REPRESENTATIONS AND WARRANTIES Section 3.01. Organization and Authority 5 Section 3.02. Financial Statements 5 Section 3.03. No Litigation 6 Section 3.04. Title 6 Section 3.05. Compliance With Laws 6 Section 3.06. Marijuana and Environmental Matters 6 Section 3.07. Approval of Plans and Budgets 6 Section 3.08. Compliance With Documents 7 Section 3.09. No Misrepresentation or Material Nondisclosure 7 Section 3.10. Insurance 7 Section 3.11. No Conflict 7 Section 3.12. Incorporation of Representations and Warranties 7 Section 3.13. Commercial Purpose 7
The Financing. (a) Following the Wireless Stockholders Meeting and consummation of the Closing on the Closing Date, Wireless shall undertake to consummate the sale of not less than $1,250,000 of convertible notes, shares of convertible Wireless Preferred Stock and/or shares of Wireless Common Stock (collectively, the "WIRELESS SECURITIES") all upon such terms and conditions as shall be determined prior to the Closing, disclosed in the Proxy Statement and otherwise reasonably acceptable to the Company Stockholders. The $1,500,000 of gross proceeds realized by Wireless and its Company subsidiary from (i) the $250,000 Financing Deposit referred to in Section 2.07 above, and (ii) the sale of the Securities is hereinafter referred to as the "FINANCING."
The Financing. Upon execution of this Agreement and compliance with its terms, including, without limitation, the conditions precedent set forth in Sections 13.1, 13.2 and 13.3 hereof, Lender agrees to make available to Borrower the Revolving Line of Credit and to make the Term Loan, in each case, on the following terms and conditions:
The Financing. (a) Buyer shall use its reasonable best efforts (including preparing the necessary offering and other marketing materials, participating in due diligence and marketing efforts and negotiating definitive loan documentation therefor providing for terms no more onerous than those set forth in the Bank Commitment or the Bridge Commitment, as the case may be) to obtain the Financing by Closing; provided, however, that Buyer shall not be required to enter into or effect any Financing on terms materially less favorable to Buyer than those set forth in the Bank Commitment or the Bridge Commitment, as the case may be, or otherwise on any other terms that are not reasonably acceptable to Buyer. Subject to the provisions of this Section 6.17(a), Buyer acknowledges that it will exercise its reasonable best efforts pursuant to this Section 6.17(a) by supporting the calculation of the “consolidated adjusted EBITDA” as used in the Commitments using the adjustments set forth on Attachment 2 attached to the Bridge Commitment (including for the sales agency arrangements); provided that (1) written explanations and other detailed support (the “Supporting Information”) for the EBITDA adjustments of the DiverseyLever Business shall have been provided to the Buyer and such Supporting Information is reasonably satisfactory to the Buyer; (2) the appropriate modifications due to passage of time for each subsequent LTM Period shall have been made and agreed to by the Buyer; (3) any other changes to such EBITDA adjustments shall be subject to the approval of the Buyer; and (4) the accountants of the Company and the DiverseyLever Business shall have agreed to provide acceptable levels of comfort for each adjustment, to be determined in the reasonable discretion of the lenders, and the lenders shall have received written evidence thereof; provided that no such comfort shall be provided on the “net corporate cost adjustment” or the estimated ongoing costs included therein (other than on the “gross” corporate cost amount from which such net adjustment is derived). This Section shall have no effect on any other provisions of this Agreement or have any collateral impact, including under Section 4.4 and Schedule 3.8. Buyer’s obligations pursuant to this Section shall be subject to the exercise of due diligence by Buyer and compliance by Buyer with requirements of Applicable Law, including the U.S. securities laws.
The Financing. Section 2.01. The Association agrees to:
The Financing. On the Closing Date, the Company shall consummate the Financing and shall borrow an amount equal to the Financing Proceeds in order to consummate the Redemption.
The Financing. Section 2.01. The Association agrees to make available to the Borrower, on the terms and conditions set forth or referred to in this Agreement an amount in various currencies equivalent to four hundred eleven million and eight hundred thousand Special Drawing Rights (SDR 411,800,000) (the Financing), which includes:
The Financing. As soon as practicable after preparation of suitable and mutually agreeable offering materials and subject to continued due diligence, CGF shall use its best efforts to arrange the Financing with accredited or sophisticated investors acceptable to the Company. The Financing will consist of up to $3,500,000 in shares of the Common Stock of the Company as described on the Term Sheet attached hereto and made part hereof.
The Financing. In order to facilitate development within the Improvement Area, the Owner, the District and the City wish to enter into this Acquisition Agreement to finance the acquisition of the Facilities, as defined below, and provide for the payment of the Facilities and 4829-2411-9478v4/022599-0027 Discrete Components thereof as shown in Exhibits A and C hereto (as such Exhibits may be amended and supplemented by any Supplement).
