Fundings Clause Samples
The 'Fundings' clause defines the terms and conditions under which financial resources are provided or made available in the context of the agreement. It typically outlines the amount, timing, and method of funding, as well as any conditions precedent to the release of funds, such as the achievement of certain milestones or submission of required documentation. This clause ensures that both parties have a clear understanding of their financial obligations and the process for disbursing funds, thereby reducing the risk of disputes and ensuring the smooth execution of the agreement's financial aspects.
Fundings. The obligation of any Lenders to fund its Loans on the occasion of any Funding is subject to the satisfaction of the following conditions:
(a) in the case of the Funding on the Closing Date, the conditions precedent set forth in Section 3.1 have been fully satisfied on or prior to the Closing Date;
(b) the Administrative Agent shall have received a Notice of Funding as required by Section 2.2 and the conditions set forth in this Section 3.2 are met in connection with such Funding (as evidenced by the Notice of Funding);
(c) immediately before and after giving effect to such Funding (and, for the avoidance of doubt, if any of the following limits would be exceeded on a pro forma basis, such Funding shall not be permitted), (i) the aggregate outstanding principal amount of the Revolving Loans shall not exceed the Total Revolving Commitment as in effect on such Funding Date, (ii) the aggregate outstanding principal amount of the Term Loans shall not exceed the Total Term Commitment in effect on such Funding Date and (iii) the Portfolio Advance Rate Test shall be satisfied;
(d) no Commitment Shortfall shall exist after giving effect to such Funding;
(e) immediately before and after such Funding, no Default shall have occurred and be continuing both before and after giving effect to the funding of such Loans;
(f) each of the representations and warranties of the Borrower contained in this Agreement and each of the other Loan Documents shall be true and correct in all material respects on and as of the date of such Funding (unless stated to relate solely to an earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date) both before and after giving effect to the funding of such Loans;
(g) no law or regulation shall have been adopted, no order, judgment or decree of any Governmental Authority shall have been issued, and no litigation shall be pending or, to the actual knowledge of a Senior Authorized Officer of the Borrower, threatened, which does or, with respect to any threatened litigation, seeks to enjoin, prohibit or restrain the funding or repayment of the Loans or the consummation of the transactions among the Borrower, the Servicer, the Lenders and the Agents contemplated by this Agreement;
(h) each of the Loan Documents remains in full force and effect and is the binding and enforceable obligation of the Borrower and the Servicer, in each case, to the extent such Person is a p...
Fundings. Lender shall fund each Borrowing on the applicable funding date and, subject to the terms of this Agreement, shall disburse the proceeds as directed by Borrower Agent.
Fundings. Any Advance required to be made by Lessor pursuant to any Operative Document shall be made by the Participants making a Funding directly to the Administrative Agent. Such Funding by the Participants to the Administrative Agent with respect to an Advance and any Advance by the Administrative Agent to any Person entitled to payments constituting Project Costs, including Contingent Rent, Fees, Yield or Transaction Expenses shall be deemed to constitute the required Advance by the Participants.
Fundings. (a) Upon satisfaction (or waiver) of the conditions thereto set forth in this Agreement, the closing of the issuance of the Warrants and the first payment of the Grant (the "Initial Alliance Grant Funding") shall take place at the offices of Swidler Berlin Shereff Friedman, LLP, 3000 K Street, NW, Washington, ▇▇ ▇▇▇07, on February ▇▇, ▇▇▇▇ or at ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇s may agree in writing, but in no event later than February 22, 2001. At the Initial Alliance Grant Funding, the Parties shall deliver the documents and agreements they are required to deliver pursuant to Article IX hereof CFFTI shall pay [*****************************************************] of the Grant by wire transfer of immediately available funds to the account specified in Schedule 2.5(a) (the "Initial Grant Funding Amount"), and the Parties shall deliver such other documents, agreements and certificates as a Party may reasonably request in connection with the Initial Alliance Grant Funding.
(b) Subject to the terms and conditions of this Agreement, CFFTI shall make additional Grant payments to the Company within [*********] after receipt of an invoice from the Company therefore delivered in accordance with the Milestone Grant Funding Plan (but in no event shall CFFTI be required to make a Grant payment prior to [************************************] specified on the Milestone Grant Funding Plan) by paying the specified CFFTI Funding Amount by wire transfer of immediately available funds to the account specified in Schedule 2.5(a) attached hereto provided that no Technical Failure shall have occurred as of the date of such payment; and provided, further: PORTIONS OF THIS EXHIBIT WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE COMMISSION PURSUANT TO THE COMPANY'S APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT. EXECUTION COPY
(i) If CFFTI has paid the Initial Grant Funding Amount and each of the CFFTI Funding Amounts previously invoiced and due in accordance with the terms hereof, and the Company [**************************************************************], then CFFTI will not be obligated to [***************************] of the Grant or any further CFFTI Funding Amounts that would otherwise be due pursuant to invoices provided by the Company in accordance with the Milestone Grant Funding Plan until [************************], at which time CFFTI's obligation to make [*******] payments of the CFFTI Funding Amo...
Fundings. (a) On the terms and subject to the conditions set forth in the Indenture (including but not limited to the Delayed Draw Date mechanics) and this Agreement, and in reliance on the covenants, representations and agreements set forth herein and therein, from time to time during the Revolving Period for the Purchased Note, the Administrator, on behalf of the Issuer, shall deliver to a Noteholder a VFN Note Balance Adjustment Request pursuant to Section 4.3(b) of the Indenture, requesting one or more fundings in respect of a VFN Principal Balance increase from the Holder(s) of the Purchased Note. Subject to the satisfaction of the Funding Conditions and the other terms and conditions set forth in this Agreement and in the Indenture, the Purchaser (so long as it is a Holder of all or a part of the Purchased Note) and any assignee who becomes a Holder of all or a part of the Purchased Note agrees to make each requested funding on the Funding Date for which it is requested in an amount equal to the product of (1) the aggregate amount of fundings requested by the Administrator, on behalf of the Issuer, for such Funding Date from the Holder(s) of the Purchased Note (to the extent such requested amount, if funded, would not cause the aggregate Note Balance of the Purchased Note to exceed its Maximum VFN Principal Balance), and (2) the percentage of the aggregate Note Balance of the Purchased Note held by such Holder.
(b) The Administrator, on behalf of the Issuer shall give notice to the Indenture Trustee and to each Holder of the Purchased Note of each request to fund a VFN Principal Balance increase with respect to such Purchased Note and of the amount of each Holder’s allocable portion thereof, no later than 3:00 p.m. New York City time two Business Days prior to any Interim Payment Date or Payment Date.
(c) Subject to the provisions of the Indenture and this Agreement, each Holder of the Purchased Note shall, by 12:00 p.m. New York City time on the proposed Funding Date of such VFN Principal Balance increase, remit to the Indenture Trustee via wire transfer pursuant to the wiring instructions set forth below, in immediately available funds, such Holder’s allocable portion of such VFN Principal Balance increase. Citibank, N.A. Acct Name: [**************************] ABA # [***********] Account Number: [********]
(d) After the Indenture Trustee’s receipt of such funds pursuant to Section 3(c), and upon satisfaction of the conditions precedent set forth in Section ...
Fundings. The funding of Term Loan B on the Closing Date shall be a condition to the funding of Term Loan A and the making of Revolving Advances under the Revolving Commitment on the Closing Date. The funding of the Term Loan A and the making of Revolving Advances in an aggregate amount of no less than $15,000,000 under the Revolving Commitment on the Closing Date shall be a condition to the funding of Term Loan B on the Closing Date;
Fundings. Each initial Noteholder, by its execution of a Purchase Agreement and acceptance of a Note, has agreed, and each subsequent Noteholder, by its execution of a Transferee Certificate and acceptance of a Note, shall have agreed, on the terms and conditions set forth herein and in the related Purchase Agreement or Transferee Certificate as applicable, to make Fundings to the Issuer in the Funding Amount requested by Issuer on each Funding Date in accordance with this Agreement. Each Funding Date after the first Funding Date must be the first day of a Note Rate Period unless otherwise agreed by the Noteholders. On the initial Funding Date, the Noteholders agree to make a Funding in an amount equal to the Initial Note Balance. The Noteholders shall not in any event be obligated to make any Funding to the extent it is less than the Funding Date Minimum Amount. Notwithstanding anything to the contrary in this Agreement, each Noteholder which signs a Purchase Agreement shall remain obligated to make all Fundings, upon compliance by Issuer with all conditions to such Funding, whether or not such Noteholder sells all or any portion of the Notes to a subsequent Noteholder, and whether or not such subsequent Noteholder assumes an obligation to make all or a portion of the Fundings; provided, however, that Issuer shall have not unreasonably withhold its consent to release any selling Noteholder from its obligation to make Fundings.
Fundings. Upon and subject to the terms and conditions hereof and of the other Operative Documents, GE Capital will make Fundings on a monthly basis commencing not more than six (6) months prior to the date that is expected to be the Construction Completion Date as evidenced by the certificate of the Construction Consultant provided pursuant to Section 7(a)(18) hereof.
Fundings. (a) Prior to the Termination Date; Transferred Interest Held by Company. At all times hereafter, but prior to the Termination Date and not with respect to any portion of the Transferred Interest held by the Bank Investors (or any of them), the Transferor may, subject to the Company's approval and the limitations described below, request that the Net Investment be allocated among one or more funding periods, so that the aggregate amounts so allocated at all times shall equal the Net Investment held by the Company. The Transferor shall give the Company irrevocable notice by telephone of the new requested funding period(s) at least two (2) Business Days prior to the expiration of any then existing funding period; provided, however, that the Company may select, in its sole discretion, any such new funding period if (i) the Transferor fails to provide such notice on a timely basis or (ii) the Company determines, in its sole discretion, that the funding period re- quested by the Transferor is unavailable or for any reason commercially undesirable. The Company confirms that it is its intention to fund all or substantially all of the Net Investment held by it by issuing Related Commercial Paper; provided that the Company may determine, from time to time, in its sole discretion, that funding such Net Investment by means of related Commercial Paper is not possible or is not desirable for any reason. If the Liquidity Provider acquires from the Company a Purchased Interest with respect to the Receivables pursuant to the terms of the Liquidity Provider Agreement, NationsBank, on behalf of the Liquidity Provider, may exercise the right of selection granted to the Company hereby. The initial funding period applicable to any such Purchased Interest shall be a period of not greater than 14 days and shall accrue Carrying Costs on the basis of the Base Rate. Thereafter, provided that the Termination Date shall not have occurred, Carrying Costs shall accrue on the basis of either the Base Rate or the Adjusted LIBOR Rate, as determined by NationsBank. In the case of any funding period out- standing upon the Termination Date, such funding period shall end on such date.
Fundings. (a) U.S. Bank is hereby authorized by Borrower to make Fundings under the Revolving Loan upon receipt for each Funding of a written or oral request therefor (including written requests communicated by facsimile) calculating the Borrowing Base (“Borrowing Notice”) from the Chief Executive Officer or Chief Financial Officer of Borrower, each of whom is authorized to request Fundings and direct the disposition of any such Fundings until written notice by Borrower of the revocation of such authority is received by U.S. Bank. Any such Funding shall be conclusively presumed to have been made to or for the benefit of Borrower when made in accordance with such a request and direction for disposition or when such Funding is deposited to the credit of the account of Borrower with U.S. Bank or is transmitted to any other bank with directions to credit the same to the account of Borrower at such bank, regardless of whether persons other than those authorized hereunder to make requests for Fundings have authority to draw against any such account.
(b) Borrower acknowledges that U.S. Bank cannot effectively determine whether a particular request for a Funding is valid, authorized or authentic. It is nevertheless important to Borrower that it has the privilege of making requests for Fundings in accordance with Section 2.6(a) hereof. Therefore, to induce U.S. Bank to lend funds in response to such requests and in consideration for U.S. Bank’s agreement to receive and consider such requests, Borrower assumes all risk of the validity, authenticity and authorization of such requests, whether or not the individual making such requests has authority to request Fundings and whether or not the aggregate sum owing exceeds the maximum principal amount referred to above. U.S. Bank shall not be responsible under principles of contract, tort or otherwise for the amount of an unauthorized or invalid Funding; rather, Borrower agrees to repay any sums with interest as provided herein.