Project Indebtedness. (a) Renova shall not be required at or prior to the Closing to repay or prepay any Indebtedness of any Project Company or of any Closing Holdco, regardless of whether such Indebtedness is outstanding as of the Effective Date or incurred by such Person after the Effective Date and prior to the Closing; provided that (i) such Indebtedness can be prepaid or repaid without any such prepayment, breakage, make whole or other similar fees, expenses or penalties, or (ii) Renova, on behalf of the relevant Project Company, agrees to pay any prepayment, breakage, make whole or other similar fees, expenses or penalties. (b) Prior to the Closing, Renova shall cause all outstanding advances for capital increases (Adiantamentos Para Futuro Aumento de Capital, under Brazilian Law) made available by Renova and its Affiliates for the Project Companies and all Indebtedness of the Project Companies with Renova and its Affiliates, including those transactions listed in Section 7.23 of the Renova Disclosure Letter, be fully converted in investment by Renova in the capital stock of the relevant Project Company, in such a way so that there are no such transactions outstanding on Closing.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Terraform Global, Inc.), Securities Swap Agreement (Terraform Global, Inc.)