Financing Offer definition
Examples of Financing Offer in a sentence
All of the representations and warranties contained in Article 2 of the Appendix A to the Financing Offer are true and correct on and as of the date hereof as though made on and as of the date hereof, except that, to the extent such representations and warranties relate to a specifically identified earlier date they shall be true and correct as of such earlier date.
If Agent exercises its right, in writing, to provide additional financing or refinancing that matches the terms of the Financing Offer during the Acceptance Period (the “Acceptance Notice”), Borrower and Agent shall use reasonable efforts to consummate such transaction.
Notwithstanding the foregoing, Borrower acknowledges that Agent is under no obligation whatsoever to make any offer to refinance the Loan, provided additional financing or to match any Financing Offer to Borrower on any specific terms and conditions.
Borrower shall not accept any Financing Offer until the earlier of (x) the day after the fifteenth (15th) Business Day following the Business Day Agent received the Financing Offer Notice (“Acceptance Period”); and (y) the date on which Agent notifies Borrower in writing that it will not match the Financing Offer.
The Company shall, within five (5) Business Days of receipt of the Financing Offer from the third party, give written notice (the “Offer Notice”) to the Buyer stating that it has received a bona fide offer from a third party, specifying (A) the terms and conditions of such Financing Offer, (B) the name of such third party, and (C) the proposed date, time and location of the closing of the Financing Offer, which shall not be less than sixty (60) days from the date of the Offer Notice.
If the Buyer does not deliver an ROFR Notice in accordance with this Section 4(j), the Company may, during the sixty (60) day period immediately following the expiration of the ROFR Notice Period (the “Waiver Period”), effectuate the Financing Offer on the terms and conditions no more favorable to the third party than those set forth in the Offer Notice.
If the Company does not effectuate the Financing Offer within the Waiver Period, then the rights provided hereunder shall be deemed to be revived and the Financing Offer shall not be effected unless the Company sends a new Offer Notice to the Buyer in accordance with, and otherwise complies with, this Section 4(j).
Each time the Company receives a bona fide offer for a Financing Offer that the Company desires to accept, the Company shall first make an offering of the Financing Offer to the Buyer (in such case, the “ROFR Holder”) in accordance with the following provisions prior to accepting the Financing Offer from the third party.
Upon receipt of the Offer Notice, the Buyer shall have ten (10) Business Days (the “ROFR Notice Period”) to match the terms of such Financing Offer by delivering a written notice (the “ROFR Notice”) to the Company stating that it elects to match such Financing Offer on the terms specified in the Offer Notice.
If the Buyer does not deliver a ROFR Notice to the Company during the ROFR Notice Period, then the Buyer shall be deemed to have waived its rights under this Section 4(j), and the Company shall thereafter be free to accept the terms of the Financing Offer with the third party that delivered such Financing Offer, without any further obligation to the Buyer.