Stapled Financing Clause Samples

Stapled Financing. (a) The Purchaser shall procure: (i) the satisfaction on a timely basis of all terms, covenants and conditions set out in the Stapled Financing Agreement; and (ii) with respect to each Asset, the consummation and drawdown of the available borrowing amount in respect of such Asset under the Stapled Financing in a timely manner to fund the relevant portion of the Asset Sale Arrangement in respect of such Asset prior to or on the Initial Transfer Date (but prior to the Initial Transfer) and prior to or on the relevant Deferred Transfer Date (but prior to such Deferred Transfer), to ensure the availability of funding to pay the Prepayment Amount (other than the Break Funding Costs) and compliance with the Steps Plan. (b) The Vendor undertakes to the Purchaser to cooperate with the Purchaser with respect to the Stapled Financing on terms set out in Schedule 8 (Certain Matters Relating to the Stapled Financing). Notwithstanding anything in this Agreement or the other Transaction Documents, the Purchaser acknowledges that none of the Purchaser’s obligations in any Transaction Document, the Transfer of any Asset or the Completion are contingent on the Purchaser’s ability to obtain the Stapled Financing (or any alternative financing). (c) Each of the Vender and the Purchaser undertakes to provide such information in relation to it, its (direct and indirect) shareholders, each of its and their respective Affiliates and its and their directors and officers, in each case which any of Vendor, the Purchaser, the lenders in respect of Stapled Financing and any banks providing debt finance to the Purchaser for the purposes of the transactions contemplated herein may reasonably require to meet their KYC Requirements. For these purposes “KYC Requirements” means all necessary “know your customer” or other similar checks under all applicable Laws and regulations required as a result of the transactions contemplated herein.