Forward Purchases definition
Examples of Forward Purchases in a sentence
The PubCo has not entered, and will not enter, into any definitive transaction document, side letter, undertaking letter, or other similar agreement or instrument or amendment agreement with any other investor in connection with the Other PubCo Forward Purchases or any private placement of the PubCo’s securities in connection with the Business Combination Transactions with any economic terms or conditions more favorable, in any material respect, than the terms and conditions provided hereunder.
Sellers shall update Schedule 1.8(a) at the Closing to include only the Forward Sales and Forward Purchases applicable to the period on and after the Closing Date.
All or a portion of any Forward Purchases pursuant to this Section 2.2 shall be conducted in a manner such that the Purchased Loans held the longest by the Seller will be purchased first; provided, however, that the Purchaser and the Seller may agree in writing to conduct such Forward Purchase on a pro rata basis for all or a portion of the Purchased Loans (or in such other manner as the Purchaser and the Seller may otherwise agree).
To the extent not previously disclosed in a Prospectus Supplement or a current report on Form 8-K filed with the Commission, the Company shall disclose, in each Quarterly Report on Form 10-Q and each Annual Report on Form 10-K filed with the Commission, the information described in the immediately preceding sentence relating to all Fixed Purchase(s) and Forward Purchase(s) consummated during the relevant fiscal quarter.
All or a portion of any Forward Purchases pursuant to this Section 2.2 shall be conducted in a manner such that the Purchased Loans held the longest by Cliffwater or CCLF Sub will be purchased first; provided, however, that the Parties may agree in writing to conduct such Forward Purchase on a pro rata basis for all or a portion of the Purchased Loans (or in such other manner as the Parties may otherwise agree).
All or a portion of any Forward Purchases pursuant to this Section 2.2 shall be conducted in a manner such that the Purchased Loans held the longest by CCLF Sub will be purchased first; provided, however, that the Parties may agree in writing to conduct such Forward Purchase on a pro rata basis for all or a portion of the Purchased Loans (or in such other manner as the Parties may otherwise agree).
Buyer agrees that the aggregate margin for the Forward Sales and Forward Purchases listed on Schedule 1.8(a) is acceptable and that for any such Forward Sales and Forward Purchases that are not scheduled to close prior to the Closing Date shall be deemed to be Contracts and included as part of the Asset Schedule.
For the avoidance of doubt, all of the fees payable to the Investor or its counsel pursuant to this Section 9.1 shall be non-refundable, regardless of whether any Fixed Purchases or Forward Purchases are effected by the Company or settled hereunder.
Schedule 1.8(a) lists all Forward Sales and Forward Purchases that can be matched (in the aggregate) and indicates the resulting dollar per gallon margin on those matched transactions.
Upon the consummation of the Acquisition upon such terms as the Purchaser and the Parent deem satisfactory, the related Forward Purchases shall be deemed to have been made without further action on the part of any party.