Equity Contributions Clause Samples
The Equity Contributions clause defines the obligations of parties to provide capital or assets to a business or project, typically in exchange for ownership interests. It specifies the amount, timing, and form of contributions required from each party, such as cash payments, property transfers, or services rendered. This clause ensures that all parties are clear on their financial commitments, helping to prevent disputes and ensuring the project or entity is adequately funded from the outset.
POPULAR SAMPLE Copied 3 times
Equity Contributions. AESI shall make or cause to be made to the Company cash equity contributions or loans pursuant to an Affiliate Subordinated Loan Agreement between AESI, and/or an Affiliate of AESI, and the Company (each an "Equity Contribution") by depositing such Equity Contributions in the Construction Account in accordance with the following terms and conditions; provided, however, that the aggregate amount of such Equity Contributions shall not at any time exceed the Equity Contribution Commitment:
(a) Commencing on the Closing Date to and including the Final Acceptance Date, the Collateral Agent shall notify AESI on the Business Day immediately following any date on which (i) the aggregate amount then required to pay Project Costs in accordance with Section 3.8 of the Collateral Agency Agreement is greater than (ii) the aggregate amount of the available amounts then on deposit in or credited to the Construction Account, the Interest Payment Subaccount of the Bond Payment Account and the Construction Interest Subaccount (such difference, the "Shortfall Amount"). On the second Business Day immediately following the Collateral Agent's notice, AESI shall make an Equity Contribution to the Construction Account in an amount equal to the lesser of (i) such Shortfall Amount as specified in such notice from the Collateral Agent or (ii) the then current unutilized Equity Contribution Commitment. On the Final Acceptance Date, AESI shall make an Equity Contribution to the Construction Account in an amount equal to the then current unutilized Equity Contribution Commitment, provided that the amount required to be contributed pursuant to this sentence shall be reduced to the Remaining Required Equity Contribution if the Company delivers an Officer's Certificate to the Collateral Agent on the Final Acceptance Date certifying that:
(A) all other amounts due and payable under this Agreement have been paid as required under this Agreement on and as of the Final Acceptance Date;
(B) Final Acceptance has occurred;
(C) the Commercial Operation Date has occurred;
(D) no Default or Event of Default under the Indenture or any other Financing Document has occurred and is continuing on and as of the Final Acceptance Date; and
(E) all Accounts are fully funded on and as of the Final Acceptance Date to the extent required under the Collateral Agency Agreement.
(b) Upon the occurrence of any Event of Default under the Indenture or an AESI Event of Default on or prior to the Final Acceptance Date...
Equity Contributions. Make, or permit any Significant Subsidiary to make, any equity contributions to any Unregulated Subsidiary; provided, however, that this Section 5.03(h) shall not restrict or otherwise apply to (i) any such equity contributions that are required by Applicable Law or court order or (ii) any intercompany advances made to any Unregulated Subsidiary (including, without limitation, pursuant to the Unregulated Money Pool Agreement) that are recharacterized by a court or other Governmental Authority as equity contributions.
Equity Contributions. 1.7.1.1 The Parties anticipate that from time to time during the term of this Agreement, the Company will obtain financing for the development of the Premises and the Facilities and other Project Costs in accordance with the terms and conditions of Section 2.18 entitled FINANCING. Any funds required for the completion of the initial development of the Premises and construction of the Facilities, in excess of the financing obtained by Company, shall be provided by Company as an Equity Contribution. .
1.7.1.2 Any additional capital required for the operation or maintenance of the Premises and the Facilities or other Project Costs following completion of construction of the Facilities on any separate legal parcel of the Premises and any capital required to repay any Leasehold Mortgages thereon, shall be contributed fifty percent (50%) by Company and fifty percent (50%) by Lessor within thirty (30) days of the receipt of demand by Company for such capital, which demand shall be accompanied by information and evidence, in reasonable detail, substantiating the amount and reasons for such demand. If any party fails to make such Equity Contribution, the other party may make such Equity Contribution for the delinquent party.
1.7.1.3 In the event of default by Company and the subsequent foreclosure and sale of the leasehold interest to another party, or in the event of a deed in lieu of foreclosure, the total unpaid balance of the Leasehold Mortgage at the date of the foreclosure sale or recording of the deed in lieu of foreclosure, including all costs of foreclosure, shall be considered an Equity Contribution of the Leasehold Mortgagee or purchaser at foreclosure, as the case may be, as of the date of such foreclosure sale or the date of recording the deed in lieu of foreclosure.
1.7.1.4 Any portion of Total Revenue remaining after payment by Company of Debt Service and all costs (except Rent) associated with the ownership, operation, financing, maintenance and leasing of the Premises and the Facilities, during each calendar year of the term of this Agreement will be applied to the Parties Equity Contributions until such time as all Equity Contributions are repaid in full together with interest thereon. All Equity Contributions made in accordance with the provisions of Section 1.7.1.1 and all Equity Contributions made in accordance with Section 1.7.1.3 shall be repaid in full prior to the repayment of any Equity Contributions made in accordance with Section 1.
Equity Contributions. The Pledgor shall have concurrently deposited (or cause to be deposited) Equity Payments (as defined in the P1 Equity Contribution Agreement) in the P1 Construction Account on or prior to the date of the applicable Advance in such amounts as shall be required to cause the ratio of (i) outstanding principal amounts of Senior Secured Debt (excluding principal amounts and Senior Secured Debt Commitments in respect of Working Capital Debt) including the aggregate amount of the proceeds of the Construction/Term Loans made on or prior to such date to (ii) the Aggregate Funded Equity to not exceed 75:25.
Equity Contributions. (i) the Equity Requirement (as defined in the Equity Contribution Agreement) shall have been funded in full as of the Term Conversion Date in accordance with the Equity Contribution Agreement;
(ii) the sum of final Equity Contributions and borrowings at Term Conversion shall not exceed the amount required to pay Total Project Costs; and
(iii) no more than [***] of borrowings of combined Construction Loans and/or Term Loans shall be made on the Term Conversion Date to fund the distribution permitted to be made in accordance with Clause Fourth of Section 4.1(c) of the Depositary Agreement.
Equity Contributions. (a) The Acquisition Agreement will provide for the transfers of shares of capital stock of the Company owned by the Lead Investors (or affiliates of the Lead Investors ) and Triples, free and clear of all liens and encumbrances, as follows:
(i) the transfer by Kingdom (or affiliates of Kingdom) to Acquirer of 7,389,182 Limited Voting Shares of the Company, valued at the price paid to public shareholders pursuant to the Acquisition Agreement (the “Acquisition Price”), in exchange for 7,389,182 Class A Non-Voting Shares of Acquirer;
(ii) the transfer by Cascade (or an affiliate of Cascade) to Acquirer of 715,850 Limited Voting Shares of the Company, valued at the Acquisition Price, in exchange for 715,850 Class B Non-Voting Shares of Acquirer; and
(iii) the transfer by Triples to the Acquirer of 3,725,698 Variable Multiple Voting Shares of the Company, valued at the Acquisition Price, in exchange for (x) a number of Class C Non-Voting Shares of Acquirer equal to the difference between (1) 1/19 multiplied by the sum of 900 plus the total number of Class A Non-Voting Shares and Class B Non-Voting Shares of the Acquirer issued at the Closing, and (2) 100, and (y) a number of Class D Non-Voting Shares of Acquirer equal to 3,725,698 less the number of Class C Non-Voting Shares of Acquirer issued at the Closing.
(b) Each of the Lead Investors hereby agrees to contribute (or cause to be contributed) cash to Acquirer, immediately before the Closing, in accordance with, and subject to satisfaction or waiver of the conditions to the Closing set forth in, the Acquisition Agreement, in the following amounts:
(i) by Kingdom (or an affiliate of Kingdom), cash equal to 50% of the Required Common Equity (as defined below), less the sum of (A) US$450 plus (B) the value of the contributed Limited Voting Shares (valued at the Acquisition Price) described in Paragraph 4(a)(i) (the “Kingdom Cash Contribution”), in exchange for a number of Class A Non-Voting Shares of Acquirer equal to the Kingdom Cash Contribution divided by the Acquisition Price; and
(ii) by Cascade (or an affiliate of Cascade), cash equal to 50% of the Required Common Equity (as defined below), less the sum of (A) US$450 plus (B) the value of the contributed Limited Voting Shares (valued at the Acquisition Price) described in Paragraph 4(a)(ii) (the “Cascade Cash Contribution”), in exchange for a number of Class B Non-Voting Shares of Acquirer equal to the Cascade Cash Contribution divided by the Acquisition P...
Equity Contributions. Cash Equity Contributions to the Company in an amount equal to the Cash Equity Contribution Amount shall have been made in full in cash to the Equity Proceeds Account.
Equity Contributions. The Acquisition Equity Contribution shall have been made and the full amount of the proceeds thereof shall have been deposited on the Funding Date in escrow accounts held by the Financing Escrow Agent pursuant to the terms of the Financing Escrow Agreement.
Equity Contributions. Borrower shall be in compliance with Section 5.17.
Equity Contributions. The Co-Issuers may at any time designate cash capital contributions made to the Co-Issuers (each such contribution designated as such by the Co-Issuers, an “Equity Contribution”) to be included in Annualized Adjusted Net Operating Income pursuant to the definition thereof, in an amount not to exceed (x) for all Equity Contributions made in any single Collection Period, 10.0% of average Annualized Adjusted Net Operating Income over the four Collection Periods immediately preceding the relevant date of determination, (y) for all Equity Contributions made during any period of four consecutive Collection Periods, 15.0% of average Annualized Adjusted Net Operating Income over the twelve Collection Periods immediately preceding the relevant date of determination and (z) for all Equity Contributions made from the Closing Date to the Rated Final Payment Date for the Series 2024-1/2 Notes, 20.0% of average Annualized Adjusted Net Operating Income during the four Collection Periods immediately preceding the relevant date of determination. The Obligors (or the Manager on their behalf) may (and to the extent of any shortfalls in amounts due pursuant to Section 5.01(a)(i) through (xxxii), will) direct the Indenture Trustee to release any Equity Contributions from the Collection Account on any Application Date for application in accordance with Section 5.01(a). Otherwise, Equity Contributions may be released from the Collection Account on any Application Date at the direction of the Manager (at which point any such released amounts will no longer be deemed to be Equity Contributions) so long as the DSCR for the period of four Collection Periods ended immediately prior to such Application Date is greater than or equal to 1.85:1.0 without giving effect to the inclusion of such Equity Contribution. For the avoidance of doubt, (x) any funding of the Senior Note Interest and Expense Reserve Sub-Account or the Capital Expenditures Reserve Sub-Account will not constitute an Equity Contribution and (y) Equity Contributions will not be annualized for purposes of calculating Annualized Adjusted Net Operating Income.