NewCo Borrowing Sample Clauses
NewCo Borrowing. (a) On the Closing Date but prior to the Closing, NewCo shall borrow from third party lenders an amount (the “Loan”) equal to $1,000,000,000 less the amount of Estimated Net International Debt (calculated in accordance with Section 2.01(b)).
(b) On the Closing Date, Time Warner shall estimate the amount of the Net International Debt outstanding as of the close of business on the business day immediately preceding the Closing Date. The amount of that estimate, minus $50,000,000, shall be the “Estimated Net International Debt”.
NewCo Borrowing. A Senior Credit Agreement (the "Senior Credit Agreement") in form and substance reasonably satisfactory to the Beacon Investors, shall have been negotiated, executed and delivered on behalf of NewCo and the other parties thereto and NewCo shall have the right to borrow without recourse to the Beacon Investors (i) an amount of not less than $* for purposes of providing partial financing of the Purchase Price, and (ii) a working capital revolving loan amount of $*, in accordance with the letter from Chase Manhatten Bank, N.A. to the Fund dated June 25, 1996 (the "Bank Letter") set forth in Exhibit J hereto, and all the conditions precedent to the borrowing of such aggregate amount by NewCo shall have been either satisfied or waived by the other parties to the Senior Credit Agreement or shall be susceptible of performance by NewCo at the Closing.