Contingent Equity Clause Samples

Contingent Equity. Receipt by the Intercreditor Agent of certification from the Company that the full amount of Contingent Equity specified in paragraphs (a) and (b) of the definition thereof has been paid up or advanced to the Company.

Contingent Equity. The Borrower shall, failing which the Global Administrative Agent may (acting on the instructions of the Required Lenders) but shall not be required to, provide notice to each Shareholder for all requests for the provision of such Shareholder’s Shareholder Percentage of Contingent Equity substantially in the form of Schedule IV (Form of Contingent Equity Funding Request) no later than the date such amounts become due in accordance with this Section 2.1(c), provided that if the Borrower and/or the Global Administrative Agent fail to provide such notice to a Shareholder, such Shareholder shall not be relieved of its obligation to make such payment in accordance with this Section 2.1(c) (Contingent Equity). Contingent Equity contributed in Pesos or Dollars pursuant to this Section 2.1(c) (Contingent Equity) shall be paid into the CLP Proceeds Account and USD Proceeds Account, respectively. For the avoidance of doubt, the Shareholders shall not be required to make payments of Contingent Equity to cover a shortfall of funds available to the Borrower for payment of any Project Costs if such shortfall arises due to the refusal of any Senior Lender to approve or waive any condition precedent to the making of the Advance most recently requested by the Borrower. Notwithstanding anything to the contrary set forth herein, any remaining and unpaid Contingent Equity Commitment shall be cancelled and the Shareholders shall not be required to make any payments of Contingent Equity as of the first day after the Contingent Equity Cancellation Date.

Contingent Equity. (i) During the Contingent Equity Period, in addition to any Shareholder Contributions consisting of Minimum Equity or Additional Equity, each Shareholder shall make one or more Shareholder Contributions in an aggregate amount equal to the product of (1) the Cash Shortfall Support Amount or the Post-Completion Contingent Equity Amount (as applicable in accordance with this Section 2.1(c) (Contingent Equity)) and (2) such Shareholder’s Shareholder Percentage, provided that the aggregate of all such requests shall not exceed the Contingent Equity Commitment (each such amount requested, the “Contingent Equity”). (A) If, at the date of any Advance during the Design & Construction Period, there is a shortfall of funds available to the Borrower for payment of any Project Costs (excluding for the avoidance of doubt Financing Costs arising out of any acceleration of amounts outstanding under the Senior Credit Facilities and the Notes and any termination payments under the Required Hedging Agreements or Permitted Hedging Agreements) then due and payable after taking into account the aggregate of the Minimum Equity and the Additional Equity contributed to the Borrower and all Advances made to the Borrower as of such date, the Shareholders shall, subject to Section 2.1(c)(i), make Shareholder Contributions in an aggregate amount sufficient to cover such shortfall (the total of each such amount contributed from time to time, the “Cash Shortfall Support Amount”) up to an aggregate maximum amount of USD 31,000,000 of the Contingent Equity Commitment (the “Maximum Cash Shortfall Support”). (B) The Shareholders shall make Shareholder Contributions, subject to Section 2.1(c)(i), in the amounts set out below, but not exceeding in the aggregate the Post-Completion Contingent Equity Amount, on each of (A) the first Calculation Date occurring on or after the first anniversary of the Completion Date and (B) the first Calculation Date occurring on or after the second anniversary of the Completion Date (each, a “Contingent Equity Calculation Date”). If Project EBITDA calculated on such Contingent Equity Calculation Date, over the preceding twelve (12) month period is: (1) equal to or greater than ninety percent (90%) of the Base Case EBITDA Projection for the same period, an amount corresponding to fifty percent (50%) of the Post-Completion Contingent Equity Amount shall be cancelled; (2) greater than eighty-five percent (85%) but less than ninety percent (90%) of the Base Case EB...

Contingent Equity. The Executive shall be eligible to receive up to an additional 901,000 New Crumbs Class B Exchangeable Units and 90,100 Parent Series A Voting Preferred Stock (collectively, the “Contingent Grant”) pursuant to the terms and conditions of the Securities Grant Agreement but subject to the terms and conditions of the Business Combination Agreement. For the avoidance of doubt, the right to receive the Contingent Grant shall survive the termination of this Agreement or the Executive’s employment for any reason or no reason. In the event of any inconsistency between the terms of this Agreement and the terms of any other agreement relating to the Contingent Grant, but specifically excluding any contrary provision of the Business Combination Agreement governing the terms and conditions pursuant to which Contingency Consideration (as defined in the Business Combination Agreement) may become issuable, the terms of this Agreement shall control.

Contingent Equity. Simultaneously with the execution of this letter agreement, the Company shall grant to you units, representing 63,000 restricted shares of the common stock of Parent, which number of shares is equal to one-half of one percent (0.5%) of the fully diluted common stock of the Parent on the date hereof, in accordance with the terms and conditions set forth in the Restricted Stock Unit Award Framework, attached and made a part hereof as Exhibit B hereto.

Contingent Equity