Equity Facility definition
Examples of Equity Facility in a sentence
No notice or action challenging the tax structure, tax basis validity, tax characterization or tax-related legal compliance of the Tax Equity Facility or the tax benefits associated with the Tax Equity Facility is ongoing or has been resolved in a manner adverse to the Tax Equity Facility or a Managing Member, in each case, that would reasonably be expected to have a material adverse effect on the Tax Equity Facility or a Managing Member.
Other than with respect to this Agreement and the Committed Equity Facility, the Company is not a party to any agreement with an agent or underwriter for any other “at the market” or continuous equity transaction.
None of the Managing Members, the Financing Funds or SAP has conducted any business other than the business contemplated by the Tax Equity Facility Documents.
Promptly, and in any event within five (5) Business ---------- Days after an Authorized Officer obtains knowledge thereof, each Guarantor will give to the Equity Facility Agent and the Facility Agent notice of the occurrence of any event or of any litigation or governmental proceeding pending (i) against it or any of its Affiliates which could, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
None of the Tax Equity Facility Documents to which a Tax Equity Party is a party has been amended or modified since the effective date of such Tax Equity Facility Documents other than as set forth on Schedule VIII.
The Equity Facility Agent or its nominee(s) shall have the sole right to accept or reject any plan proposed in any such proceeding and to take any other action, which a party filing a claim is entitled to take.
The Parties agree that, in connection with this Agreement and the CVP Transaction, the parties no longer intend to proceed with the S-1 and related Committed Equity Facility (the “CEF”).
If the Guarantors do not file any such claim, the Equity Facility Agent, as attorney-in-fact for such party, is hereby authorized to do so in the name of the Guarantors or, in the Equity Facility Agent's discretion, to assign the claim to a nominee, to cause proofs of claim to be filed in the name of the Equity Facility Agent's nominee and to vote or otherwise deal with such party's interests in connection with or with respect to all matters in any proceeding.
Pursuant to the Committed Equity Facility Agreement, the Company shall not have the ability to make any Advances until the effectiveness of a Registration Statement.
No Tax Equity Party is party to any material contract, agreement or other undertaking except the Tax Equity Facility Documents and any other contract, agreement or undertaking previously disclosed in writing to the Administrative Agent.