Closing of Private Financing Sample Clauses

Closing of Private Financing. The Company has delivered to the City's counsel for inspection a financing letter (the "Financing Letter") dated June 12, 2015, from a prospective Company Mortgagee (defined below), which the Company represents and warrants to the City, is true, correct and presently effective. The Company and a Company Mortgagee (including without limitation, all lenders in a loan syndicate formed by the Company Mortgagee) shall have entered a loan agreement and various ancillary loan documents (including, without limitation, one or more promissory notes or similar binding promises to pay the Company Mortgagee by the Company in form sufficient to create a debt in the amount of the Loan as defined below) (such documents collectively referred to herein as the "Credit Agreement") providing for a construction loan on market terms in the minimum principal amount required to fund the Total Entertainment Center Costs (as defined in the Development Agreement) currently estimated to be $172,725,964 after deducting from those costs (i) the Developer Fee line item of $14,750,000 as found in the Project Budget used to derive the Total Entertainment Center Costs (which amount shall be payable by Tenant and which amount shall be guaranteed by Xxxxxxxx Street Properties, LLC in accordance with the terms of that certain letter to Tenant dated December 4, 2013), (ii) less the Net Bonds Proceeds of $35,048,923, (iii) less the $1,600,000 Venue Project Fund contribution, and (iv) less any equity and/or cash contributions from the Company, but only to the extent that such contributions will actually offset or pay down the Total Entertainment Center Costs and are required in the Credit Agreement, which remaining amount is currently estimated to be $115,900,000 (such remaining amount referred to herein as the "Loan") but which may be adjusted as permitted under the Development Agreement, the proceeds of which are to be used for the construction of the Entertainment Center and payment of costs and expenses related thereto consistent with the terms of the Lease and the Amended and Restated Transaction Documents. Promptly upon the full execution of the Credit Agreement, the Company shall (a) deliver a certificate to the City certifying that the Credit Agreement has been executed and the loan reflected therein has closed;
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Related to Closing of Private Financing

  • Closing Deliveries (a) On or prior to the Closing, the Company shall issue, deliver or cause to be delivered to each Purchaser the following (the “Company Deliverables”):

  • Conditions Precedent to Closing The Local Church and Annual Conference acknowledge and agree that the obligations of the parties to effectuate the Closing on or about the Disaffiliation Date are expressly contingent and conditional on the following:

  • CERTIFICATION AND DISCLOSURE REGARDING PAYMENTS TO INFLUENCE CERTAIN FEDERAL TRANSACTIONS (SEP 2007). This clause applies only if this contract exceeds (i) $100,000 if included in Buyer's customer RFP or customer contract issued before October 1, 2010 or (ii) $150,000 if included in Buyer's customer RFP issued on or after October 1, 2010, or if the prime contract was issued prior to October 1, 2010 but was amended after October 1, 2010 to increase the Simplified Acquisition Threshold.

  • Pre-financing Pre-financing is intended to provide the beneficiary with a float. Where required by the provisions of Article I.4 on pre-financing, the beneficiary shall furnish a financial guarantee from a bank or an approved financial institution established in one of the Member States of the European Union. The guarantor shall stand as first call guarantor and shall not require the Commission to have recourse against the principal debtor (the beneficiary). The financial guarantee shall remain in force until final payments by the Commission match the proportion of the total grant accounted for by pre-financing. The Commission undertakes to release the guarantee within 30 days following that date.

  • Closing Deliverables (a) At the Closing, Seller shall deliver to Buyer the following:

  • Statement of Principle The parties acknowledge the following provisions are to protect the rights of employees during pregnancy and on their return to employment following parental leave.

  • Seller’s Closing Deliveries At the Closing, Seller shall deliver or cause to be delivered the following:

  • Closing of the Securities Purchase (A) Subject to Article V, the closing of the Securities Purchase (the “Closing”) shall be held at such time or date that is agreed to in writing by the Seller and the Company (the date on which the Closing occurs, the “Closing Date”). The Closing shall be held at such place as the Seller and the Company shall mutually agree in writing.

  • Certain Notifications Until Closing From the Signing Date until the Closing, the Company shall promptly notify the Investor of (i) any fact, event or circumstance of which it is aware and which would reasonably be expected to cause any representation or warranty of the Company contained in this Agreement to be untrue or inaccurate in any material respect or to cause any covenant or agreement of the Company contained in this Agreement not to be complied with or satisfied in any material respect and (ii) except as Previously Disclosed, any fact, circumstance, event, change, occurrence, condition or development of which the Company is aware and which, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect; provided, however, that delivery of any notice pursuant to this Section 3.4 shall not limit or affect any rights of or remedies available to the Investor; provided, further, that a failure to comply with this Section 3.4 shall not constitute a breach of this Agreement or the failure of any condition set forth in Section 1.2 to be satisfied unless the underlying Company Material Adverse Effect or material breach would independently result in the failure of a condition set forth in Section 1.2 to be satisfied.

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