Project Equity Sample Clauses

Project Equity. The Administrative Agent shall have received evidence satisfactory to the Administrative Agent that (i) the net cash proceeds of the Project Equity have been contributed to the Borrower or (ii) to the extent such net cash proceeds of the Project Equity have not been contributed to the Borrower, the Borrower shall have received an irrevocable letter of credit securing the irrevocable obligation of the equityholders to make such contribution, which letter of credit shall be in form and substance satisfactory to the Administrative Agent.
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Project Equity. 91 5.17.1 (a).................................................................................. 92 5.18 Maintenance of Insurance...................................................................... 92 5.19 Taxes and Other Government Charges............................................................ 92 5.20 Event of Eminent Domain....................................................................... 93 5.21 Power Marketing Plan; Fuel Plan............................................................... 93 5.22
Sample 1
Project Equity. 91 106 5.17.1 (a) Make or cause to be made Contributions with respect to Funded Projects in an amount equal to the Required Contribution Percentage of the aggregate Project Costs in respect to which Borrower has requested Loans at such time, such Contributions to be made at the time of each Borrowing and (b) make or cause to be made Contributions with respect to Funded Projects in an amount equal to any or all income taxes due or owing by Borrower and each other Portfolio Entity within 10 days after such payment becoming due (all Contributions pursuant to clauses (a) and (b) above, the "Base Equity"). Borrower may deposit some or all of the Base Equity with Administrative Agent as provided in Section 3.10. In such event, Administrative Agent shall deposit the Base Equity into the relevant Construction Sub-Accounts at Administrative Agent's New York office pursuant to the Depositary Agreement. From time to time following the deposits of such amounts, Borrower shall have the right to request that Administrative Agent transfer amounts from the relevant Construction Sub-Accounts to pay Costs upon the satisfaction of the requirements set forth in Section 3.10(a).
Sample 1
Project Equity. Borrower shall have provided evidence reasonably --------------- satisfactory to Lender that Borrower's cash equity invested in the Project is not less than the difference between the total Project cost as set forth in the Budget and the Maximum Outstanding Loan Amount (the "Project ------- Equity"); provided, however, in no event shall Borrower's cash equity in ------ -------- ------- the Project be less than (i) 44% of the total cost of the Project as set out in the Budget approved by Lender or (ii) $57,913,746.00, whichever is greater. The Project Equity must be either: (i) deposited with Lender prior to the Date of Closing, and disbursed prior to the first advance of the Loan; or (ii) used to pay Project costs approved by Lender, with evidence of payment delivered to Lender prior to or at Closing of the Loan. If Usable Deposits are not equal to or greater than $16,499,640.00, in the aggregate, pursuant to Section 8.1(b), below, Borrower's equity requirement -------------- shall be increased on a dollar for dollar basis for each dollar that Usable Deposits are less than $16,499,640.00. The Project Equity to be deposited with Lender is $6,083,000.00, which shall be funded by approximately $2,000,000.00 in cash from Borrower at the Date of Closing and a balance to be funded in cash from requisitions paid by Bond Trustee in the approximate amount of $2,400,000.00, as contemplated by Section 8.1(t) hereof, and in the approximate amount of $2,600,000.00 as reimbursement for costs of construction on CDD land.
Sample 1
Project Equity. 5.17.1 (a) Make or cause to be made Contributions with respect to Funded Projects (i) on or before the initial funding of each Subsequent Project (other than the Lost Pines Project), in an amount equal to the Minimum Equity Contribution (taking into account Contributions made with respect to the Subsequent Project then being initially funded) and (ii) in an amount equal to the amount necessary to maintain a Debt to Capitalization Ratio of no more than the Maximum Debt to Capitalization Ratio, such Contributions to be made at the time of each Borrowing and (b) make or cause to be made Contributions with respect to Funded Projects in an amount equal to any or all income taxes due or owing by Borrower and each other Portfolio Entity within 10 days after such payment becoming due (all Contributions pursuant to clauses (a) and (b) above, the "Base Equity"). Borrower may deposit some or all of the Base Equity with Administrative Agent as provided in Section 3.10. In such event, Administrative Agent shall deposit the Base Equity into the relevant Construction Sub-Accounts at Administrative Agent's New York office pursuant to the Depositary Agreement. From time to time following the deposits of such amounts, Borrower shall have the right to request that Administrative Agent transfer amounts from such funds deposited in the relevant Construction Sub-Accounts to pay Costs upon the satisfaction of the requirements set forth in Section 3.10(a).
Sample 1
Project Equity. 5.18.1 On the Closing Date, deliver or cause to be delivered to the Depositary Agent cash equal to $53,112,500 (the "Base Equity"). The Depositary Agent shall deposit the Base Equity into the Equity Account at the Depositary Agent's New York office pursuant to the Depositary Agreement. From time to time following the Closing Date, Borrower shall have the right to request that Agent cause the Depositary Agent to transfer amounts from the Equity Account to the Construction Account to pay Project Costs then due as described in a Drawdown Certificate, dated the date of the proposed transfer and signed by Borrower. Upon the satisfaction of the conditions set forth in Sections 3.2 (other than Section 3.2.6) and 3.4, Agent shall cause the Depositary Agent to so transfer such amounts and such amounts shall be applied in accordance with Section 7.1.
Sample 1
Project Equity. 5.17.1 (a) On or prior to the initial advance of Loans hereunder, make or cause to be made, from time to time as and when needed to pay Project Costs for a particular Project, Contributions in an aggregate amount equal to [*] (including Contributions used to pay Project Costs incurred or paid prior to the date upon which initial Loans are made pursuant to Section 3.2 and approved as valid by the Independent Engineer), (b) in addition, in the event that Calpine shall, at the time of funding of the initial Loans hereunder, not be rated at least Ba2 by Moodx'x xxx BB by S&P, then on or prior to such initial funding of Loans, make or cause to be made Contributions in an amount equal to the difference between (i) [*] of the aggregate amount of Project Costs set forth in the Project Budgets for the Initial Projects (after giving effect to the amendment to the Project Budgets contemplated in Section 6.21(a)), less (ii) [*] (all Contributions pursuant to clauses (a) and (b) above, the "Base Equity"). Borrower may deposit some or all of the Base Equity with Administrative Agent as provided in
Sample 1
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Related to Project Equity

  • Subsequent Equity Sales (a) From the date hereof until 90 days after the Closing Date, neither the Company nor any Subsidiary shall issue, enter into any agreement to issue or announce the issuance or proposed issuance of any shares of Common Stock or Common Stock Equivalents.

  • Actions Pending Acquisition IV.01Forbearances of the Company. From the date hereof until the Effective Time, except as expressly contemplated or permitted by this Agreement, as required by applicable Law, or with the prior written consent of First Foundation, which shall not be unreasonably withheld or delayed, the Company will not, and will cause each of its Subsidiaries not to:

  • Limited Condition Acquisitions Notwithstanding anything in this Agreement or any Loan Document to the contrary, when calculating any applicable ratio or any basket based on Consolidated EBITDA or total assets, or determining other compliance with this Agreement (including the determination of compliance with any provision of this Agreement which requires that no Default or Event of Default has occurred, is continuing or would result therefrom, but excluding Section 4.02 to the extent set forth therein) in connection with a Specified Transaction undertaken in connection with the consummation of a Limited Condition Acquisition, the date of determination of such ratio or any basket based on Consolidated EBITDA or total assets, and determination of whether any Default or Event of Default has occurred, is continuing or would result therefrom or other applicable covenant shall, at the option of the Borrower (the Borrower’s election to exercise such option in connection with any Limited Condition Acquisition, an “LCA Election”), be deemed to be the date the definitive agreements for such Limited Condition Acquisition are entered into (the “LCA Test Date”) and if, after such ratios and other provisions are measured on a Pro Forma Basis after giving effect to such Limited Condition Acquisition and the other Specified Transactions to be entered into in connection therewith (including any incurrence of Indebtedness and the use of proceeds thereof) as if they occurred at the beginning of the applicable Test Period ending prior to the LCA Test Date, the Borrower could have taken such action on the relevant LCA Test Date in compliance with such ratios and provisions, such provisions shall be deemed to have been complied with; provided that no such acquisition shall constitute a Limited Condition Acquisition unless the Payment Conditions are satisfied on a Pro Forma Basis on the applicable LCA Test Date. For the avoidance of doubt, (x) if any of such ratios are exceeded as a result of fluctuations in such ratio (including due to fluctuations in Consolidated EBITDA of the Borrower and its Subsidiaries) at or prior to the consummation of the relevant Limited Condition Acquisition, such ratios and other provisions will not be deemed to have been exceeded as a result of such fluctuations solely for purposes of determining whether the Limited Condition Acquisition is permitted hereunder and (y) such ratios and other provisions shall not be tested at the time of consummation of such Limited Condition Acquisition or related Specified Transactions. If the Borrower has made an LCA Election for any Limited Condition Acquisition, then in connection with any subsequent calculation of any ratio or basket availability with respect to any other Specified Transaction on or following the relevant LCA Test Date and prior to the earlier of the date on which such Limited Condition Acquisition is consummated or the date that the definitive agreement for such Limited Condition Transaction is terminated or expires without consummation of such Limited Condition Acquisition, any such ratio or basket shall be calculated on a Pro Forma Basis assuming such Limited Condition Acquisition and other transactions in connection therewith (including any incurrence of Indebtedness and the use of proceeds thereof) have been consummated.

  • Subsequent Equity Issuances The Company shall not deliver any Sales Notice hereunder (and any Sales Notice previously delivered shall not apply during such three Business Days) for at least three (3) Business Days prior to any date on which the Company or any Subsidiary offers, sells, issues, contracts to sell, contracts to issue or otherwise disposes of, directly or indirectly, any other shares of Common Stock or any Common Stock Equivalents (other than the Shares), subject to Manager’s right to waive this obligation, provided that, without compliance with the foregoing obligation, the Company may issue and sell Common Stock pursuant to any employee equity plan, stock ownership plan or dividend reinvestment plan of the Company in effect at the Execution Time and the Company may issue Common Stock issuable upon the conversion or exercise of Common Stock Equivalents outstanding at the Execution Time.

  • Investments in Real Estate Make any investment or commitment to invest in real estate or in any real estate development project (other than by way of foreclosure or acquisitions in a bona fide fiduciary capacity or in satisfaction of a debt previously contracted in good faith, in each case in the ordinary course of business consistent with past practice).

  • Approved Acquisitions Notwithstanding anything contained herein to the contrary, upon the consummation of any merger or other acquisition transaction of the type described in clause (A), (B) or (C) of Section 13.1 involving the Company pursuant to a merger or other acquisition agreement between the Company and any Person (or one or more of such Person’s Affiliates or Associates) which agreement has been approved by the Board prior to any Person becoming an Acquiring Person, this Agreement and the rights of holders of Rights hereunder shall be terminated in accordance with Section 7.1.

  • Investments; Acquisitions Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any Joint Venture, or acquire, by purchase or otherwise, all or substantially all the business, property or fixed assets of, or Capital Stock of any Person, or any division or line of business of any Person except:

  • Additional Funding and Capital Contributions If the Board of the Company or Haimeng at any time or from time to time determines that funding and/ or capital contributions to the Company or Haimeng are necessary to conduct the Company’s or Haimeng’s business activities, then:

  • Additional Equity For the avoidance of doubt, to the extent the Company exercises its call rights under Section 2.3, the Company shall also issue to the Backstopper, at the Closing, the Origination Fee and the Warrants.

  • Limited Condition Acquisition For purposes of (i) determining compliance with any ratio or test (including, without limitation, the Total Net Leverage Ratio and the amount available under the Available Amount), (ii) determining compliance with representations, warranties, defaults or events of default or (iii) testing availability under the baskets (including, without limitation, baskets measured as a percentage of total assets), in each case, in connection with a Limited Condition Acquisition permitted under this Agreement, at the option of the Borrower (the Borrower’s election to exercise such option in connection with any Limited Condition Acquisition, a “LCA Election”), the date of determination of whether any such action is permitted hereunder shall be deemed to be the date the definitive agreements for such Limited Condition Acquisition are entered into (the “LCA Test Date”), and, compliance with such ratio, test or basket shall be determined after giving Pro Forma Effect to such Limited Condition Acquisition and the other transactions to be entered into in connection therewith (including any incurrence of Debt and the use of proceeds thereof) as if they occurred at the beginning of the most recent Test Period ending prior to the LCA Test Date. If the Borrower has made a LCA Election, then in connection with any subsequent calculation of any ratio, test or basket on or following the relevant LCA Test Date and prior to the earlier of (i) the date on which such Limited Condition Acquisition is consummated or (ii) the date that the definitive agreement for such Limited Condition Acquisition expires or is terminated without the consummation of such Limited Condition Acquisition, any such ratio, test or basket shall be required to be calculated on a Pro Forma Basis both (1) assuming such Limited Condition Acquisition and other transactions in connection therewith (including any incurrence of Debt and the use of proceeds thereof) have been consummated until such time as the applicable Limited Condition Acquisition has actually closed or the definitive agreement with respect thereto has expired or been terminated and (2) assuming such Limited Condition Acquisition and other transactions in connection therewith (including any incurrence of Debt and the use of proceeds thereof) have not been consummated.

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