Definitive Financing Documents Clause Samples

The 'Definitive Financing Documents' clause defines the set of final, legally binding agreements that govern the terms and conditions of a financing arrangement. These documents typically include loan agreements, security agreements, guarantees, and any ancillary documents required to effectuate the financing. By specifying what constitutes the definitive documents, this clause ensures that all parties are clear on which agreements are enforceable and binding, thereby reducing ambiguity and potential disputes regarding the obligations and rights under the financing transaction.
Definitive Financing Documents. Not later than 10 business days prior to the Shareholders Meeting, Parent and Sub shall provide the Company with the then agreed upon forms of the documentation, which must be in form and substance reasonably satisfactory to the Company, relating to the financing commitments described in the Commitment Letters (the "Financing Documents"); provided that Parent and Sub shall not be required to provide forms of documentation relating to the "bridge" financing described therein unless and until such documentation is prepared. Parent will promptly provide to the Company any amendments, modifications, supplements or other changes ("Financing Changes") to the Financing Documents. Parent agrees to confirm in writing to the Company from time to time upon request that Parent believes in good faith that it will be able to obtain financing substantially on the terms described in the Financing Documents.
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Definitive Financing Documents. On or prior to the later of (i) 10 days prior to the Company Shareholder Meeting or (ii) 120 days after the date of this Agreement, Parent shall provide Company with substantially final documentation relating to the debt financing described in the Commitment Letter (the "Financing Documents") together with a written confirmation from Parent and the lenders thereunder to the effect that they are prepared to enter into such documentation upon the satisfaction or waiver of the conditions to the Merger.
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Definitive Financing Documents. 46 Article 6 Conditions to the Merger............................................................................47 Section 6.01 Conditions to the Obligations of Each Party...............................................47 TABLE OF CONTENTS (CONTINUED) PAGE Section 6.02 Conditions to the Obligations of Parent and Merger Subsidiary.............................47 Section 6.03 Conditions to the Obligations of Company..................................................48 Article 7 Termination.........................................................................................48 Section 7.01 Termination...............................................................................48
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Definitive Financing Documents. Section 5.11 of the Agreement is hereby amended by deleting the first two sentences thereof in their entirety.
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Definitive Financing Documents. 34 ARTICLE VI
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Related to Definitive Financing Documents

  • Definitive Documents 3.01. The Definitive Documents governing the Restructuring Transactions shall consist of this Agreement and the following: (A) the Plan (and all exhibits thereto); (B) the Confirmation Order and pleadings in support of entry of the Confirmation Order; (C) the Disclosure Statement and pleadings in support of approval of the Disclosure Statement; (D) the Solicitation Materials; (E) any order of the Bankruptcy Court approving the Disclosure Statement and the other Solicitation Materials; (F) the Financing Order and any credit agreement (including any amendments, modifications, and supplements thereto); (G) the First Day Pleadings and all orders sought pursuant thereto; and (H) the Plan Supplement. 3.02. The Definitive Documents not executed or in a form attached to this Agreement as of the Execution Date remain subject to negotiation and completion. Upon completion, the Definitive Documents and every other document, deed, agreement, filing, notification, letter or instrument related to the Restructuring Transactions shall contain terms, conditions, representations, warranties, and covenants consistent with the terms of this Agreement, including the Restructuring Term Sheet, as they may be modified, amended, or supplemented in accordance with Section 16. Further, the Definitive Documents not executed or in a form attached to this Agreement as of the Execution Date shall otherwise be in form and substance reasonably acceptable to the Company Parties, the Required Consenting Senior Creditors, and, (a) solely with respect to those terms and provisions that would have a material adverse effect on the value of the distributions to the holders of 2021 Notes Claims or impair the releases in favor of the Required Consenting 2021 Noteholders provided under the Plan as described in Annex 2 to the Restructuring Term Sheet, the Required Consenting 2021 Noteholders, and (b) solely with respect to those terms and provisions that would have a material adverse effect on the value of the distributions to the Consenting Sponsors on account of their Equity Interests or impair the releases in favor of the Consenting Sponsors provided under the Plan as described in Annex 2 to the Restructuring Term Sheet, the Consenting Sponsors.

  • Definitive Documentation (a) The definitive documents and agreements (collectively, the “Restructuring Documents”) related to or otherwise utilized to implement, effectuate or govern the Restructuring Transactions shall consist of every order entered by the Bankruptcy Court and every pleading, motion, proposed order or document (but not including any notices, except as otherwise set forth in this section) filed by the Parties, to the extent, in each case, such orders, pleadings, motions, proposed orders or documents relate to the Restructuring Transactions or the implementation or consummation of the transactions contemplated by this Agreement (including the Term Sheet). The Restructuring Documents that remain subject to negotiation and completion, shall, upon completion, contain terms, conditions, representations, warranties, and covenants consistent in all respects with, and containing the terms and conditions set forth in, this Agreement (including the Term Sheet), and shall otherwise be in form and substance reasonably acceptable to (i) the Debtors, the Plan Sponsors, and Honeywell, except as otherwise set forth herein, (ii) solely to the extent such documents adversely affect the Additional Investors, the Requisite Additional Investors, (iii) solely to the extent such documents adversely affect the economic treatment of the Prepetition Lenders, the Requisite Consenting Lenders, (iv) solely to the extent such documents adversely affect the economic treatment of the Senior Notes, the Requisite Consenting Noteholders, and (v) solely to the extent such documents adversely affect the economic treatment of the Consenting Equityholders, the Requisite Consenting Equityholders. (b) The Restructuring Documents include: (i) the Approved Plan; (ii) the disclosure statement (and all exhibits and other documents and instruments related thereto) with respect to the Approved Plan (the “Disclosure Statement”), the other solicitation materials in respect of the Approved Plan (such materials, collectively, the “Solicitation Materials”), the motion to approve the Disclosure Statement and the order approving the Disclosure Statement (the “Disclosure Statement Order”); (iii) the documents or agreements relating to the issuance of the Convertible Series A Preferred Stock and the Series B Preferred Stock; (iv) any documents or agreements in connection with the Restructuring Transactions and related to the governance and management of the reorganized Debtors following the conclusion of the Chapter 11 Cases, including any certificates of incorporation, certificates of formation, bylaws, limited liability company agreements (or equivalent governing documents), employment agreements, shareholders’ agreements and registration rights agreements; (v) all other documents that will comprise the supplement to the Approved Plan; and (vi) the order confirming the Approved Plan (the “Confirmation Order”) and pleadings in support of entry of the Confirmation Order. (c) Further, notwithstanding anything set forth in this Agreement to the contrary, the definitive documents or agreements for the post-Effective Date governance of reorganized ▇▇▇▇▇▇▇ shall be consistent in all material respects with the Term Sheet and otherwise subject to the reasonable consent and approval of Honeywell, the Plan Sponsors, and the Requisite Additional Investors. (d) Except as specifically set forth herein, nothing in any of the Restructuring Documents shall impose any restrictions on any Party transferring any of the equity of ▇▇▇▇▇▇▇ following consummation of the Restructuring Transactions.

  • Definitive Agreements We are prepared to promptly negotiate and finalize definitive agreements (the “Definitive Agreements”) providing for the Acquisition and related transactions. These documents will provide for representations, warranties, covenants and conditions which are typical, customary and appropriate for transactions of this type.

  • Definitive Agreement This Agreement and the Pricing Agreement supersede all prior agreements and understandings (whether written or oral) between the Company and the Underwriters, or any of them, with respect to the subject matter hereof and thereof.

  • Financing Documents The CAC Credit Facility Documents, the ▇▇▇▇▇ Fargo Warehouse Documents, the Fifth Third Warehouse Documents, the Flagstar Warehouse Documents, the BMO Warehouse Documents, the Credit Suisse Warehouse Documents, the 2018-3 Securitization Documents, the 2018-2 Securitization Documents, the 2018-1 Securitization Documents, the 2017-3 Securitization Documents, the 2017-2 Securitization Documents, the 2017-1 Securitization Documents, the 2016-3 Securitization Documents, the 2016-2 Securitization Documents, the 2016-1 Securitization Documents and the 2015-2 Securitization Documents.