Common use of Backstop Facility Clause in Contracts

Backstop Facility. Prior to the Closing, the Company and SPAC shall each use commercially reasonable efforts to obtain the Backstop Facility and to cause the Backstop Facility to be available to the Company at the Effective Time on terms and conditions mutually acceptable to the Company and SPAC; provided that it is acknowledged and agreed that (a) neither the entry into or consummation of either of the Backstop Facility shall be a condition to the obligations of either the Company or SPAC to consummate the Closing and (b) no amount of cash committed to the Company pursuant to the Backstop Facility shall be included for purposes of the “Aggregate Transaction Proceeds” except to the extent that the Backstop Facility has been entered into prior to or concurrently with the Effective Time and is then in effect as of the Effective Time.