Common use of Financing Commitment Clause in Contracts

Financing Commitment. As of the date hereof, Parent has delivered to the Company true and complete copies of an executed commitment letter and fee letter redacted for fees from the Financing Sources identified therein (collectively, the “Financing Commitment,” which includes any offering of debt or equity securities contemplated by the Financing Commitment) to provide, subject to the terms and conditions therein, financing in the amounts set forth therein (being collectively referred to as the “Financing”). As of the date hereof, the Financing Commitment has not been amended or modified, no such amendment or modification is contemplated, and none of the obligations and commitments contained in such letters have been withdrawn, terminated or rescinded in any respect. Parent or Merger Sub has fully paid any and all commitment fees or other fees in connection with the Financing Commitment that are payable on or prior to the date of this Agreement. (a) As of the date hereof, the Financing Commitment is (i) the legal, valid and binding obligation of Parent, and, to the Knowledge of Parent, each of the other parties thereto, (ii) enforceable in accordance with their respective terms against Parent and, to the Knowledge of Parent, each of the other parties thereto, subject, as to enforceability, to bankruptcy, insolvency and other Laws of general applicability relating to or affecting creditors’ rights and to general equity principles and (iii) in full force and effect. As of the date of this Agreement, (A) Parent is not in breach of any of the terms or conditions set forth in the Financing Commitment,