Closing Date Payment Letter means the Closing Date Payment Letter, dated as of the date hereof, among EIG Management Company, LLC, Breitburn Energy Partners LP, Breitburn Operating LP, Breitburn Finance Corporation and the guarantors party thereto.
Closing Date Payment has the meaning set forth in Section 2.04(a)(i).
Closing Date Cash has the meaning specified in Section 3.4(a).
Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.
Closing Date Certificate means a Closing Date Certificate substantially in the form of Exhibit G-1.
Post-Closing Agreement shall have the meaning set forth in Section 8.9.
Equity Contribution Agreement means the Equity Contribution Agreement, to be dated as of the Closing Date, by and among Guarantor, Borrower and Administrative Agent.
Tax Allocation Agreement means the Tax Allocation Agreement between Corporation and New D&B.
Post Closing Letter is that certain Post Closing Letter dated as of the Effective Date by and between Collateral Agent and Borrower.
Payment Agreement means a written agreement which provides
Agreement Payment means a Payment paid or payable pursuant to this Agreement.
Closing Date Term Loan has the meaning specified in Section 2.01(a).
Allocation Agreement or “Agreement” shall mean this NMTC Program Allocation Agreement between the Fund and the Allocatee and Subsidiary Allocatee, as the case may be, including the Organization Specific Terms and Conditions (Schedule 1) and the General Allocation Terms and Conditions (Schedule 2) and any attachments hereto, as such Agreement may, from time to time, be amended in accordance with its terms.
Investment Letter shall have the meaning specified in subsection 9.07(a).
Repayment Agreement means an agreement
Disbursement Letter means an instructional letter executed and delivered by Borrower to Agent regarding the extensions of credit to be made on the Closing Date, the form and substance of which is satisfactory to Agent.
Closing Date Transactions means, collectively (a) the funding of the Loans on the Closing Date and the execution and delivery of Loan Documents to be entered into on the Closing Date, (b) the Debt Proceeds Transfer, and (c) the payment of Closing Date Transaction Expenses.
Closing Certificate means the closing certificate of the Company in the form of Exhibit B hereto.
Specified Acquisition Agreement Representations means such of the representations and warranties made by, or with respect to, the Company and its Subsidiaries in the Acquisition Agreement as are material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates has the right to terminate its (or their) obligations under the Acquisition Agreement, or decline to consummate the Acquisition in accordance with the terms of the Acquisition Agreement, as a result of a breach of such representations and warranties.
Alternative Acquisition Agreement shall have the meaning set forth in Section 6.5(c).
Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.
Closing Date Term Loans means the Term Loans made by the Term Lenders on the Closing Date to the Borrower pursuant to Section 2.01(1).
Contribution Agreements has the meaning set forth in the Recitals.
Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.
Closing Date Statement has the meaning set forth in Section 2.06(b).
Sale and Contribution Agreement means the Sale and Contribution Agreement, dated as of the Closing Date, among the Servicer, the Transferor and the Borrower, as such agreement may be amended, amended and restated, supplemented or otherwise modified from time to time.
Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Company, Xxxx Capital Partners, LLC and the escrow agent (the “Escrow Agent”) identified therein, in the form of Exhibit B hereto.