Example ContractsClausesClosing Availability
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Closing Availability. After giving effect to all Borrowings to be made on the Effective Date, the issuance of any Letters of Credit on the Effective Date and the payment of all fees and expenses due hereunder, and with all of the Loan Parties’ indebtedness, liabilities, and obligations current, the Availability shall not be less than ; provided, that all accounts payable of IPSCO to PAO TMK are current as of the Effective Date; and provided, further, that any such accounts payable of IPSCO to PAO TMK that are not current as of the Effective Date shall be subject to the implementation of a Reserve by Administrative Agent on a dollar-for-dollar basis.

Availability. The Borrower may, upon written notice to the Administrative Agent, request any Revolving Credit Lender to issue, and, subject to the written approval of the Administrative Agent (not to be unreasonably withheld or delayed), such Revolving Credit Lender may, if in its sole discretion it elects to do so, on the terms and conditions set forth herein and in reliance on the agreements of set forth in [Section 3.4(a)], issue standby Letters of Credit (in such capacity, an “Issuing Lender”); provided # that the total number of Issuing shall not exceed two [(2) and (y)] that the aggregate amount of all Letters of Credit issued hereunder shall not exceed the L/C Commitment.

Availability. Subject to the terms and conditions of this Agreement and the other Loan Documents, including, without limitation, [Section 6.2(e)] of this Agreement, and in reliance upon the representations and warranties set forth in this Agreement and the other Loan Documents, the Swingline Lender may, in its sole discretion, make Swingline Loans in Dollars to the Borrower from time to time from the Closing Date to, but not including, the Revolving Credit Maturity Date; provided, that # after giving effect to any amount requested, the Revolving Credit Outstandings shall not exceed the Revolving Credit Commitment and # the aggregate principal amount of all outstanding Swingline Loans (after giving effect to any amount requested) shall not exceed the Swingline Commitment. Notwithstanding any provision herein to the contrary, the Swingline Lender, in its sole discretion may agree in writing with the Borrower that the Swingline Facility may be used to automatically draw and repay Swingline Loans (subject to the limitations set forth herein) pursuant to cash management arrangements between the Borrower and the Swingline Lender (the “Sweep Arrangement”); provided however, that on and after the Closing Date, such Sweep Arrangement shall not be available to the Borrower until such time as the Swingline Lender agrees in writing. If applicable, principal and interest on Swingline Loans deemed requested pursuant to the Sweep Arrangement shall be paid pursuant to the terms and conditions agreed to between the Borrower and the Swingline Lender (without any deduction, setoff or counterclaim whatsoever). The borrowing and disbursement provisions set forth in [Section 2.3] and any other provision hereof with respect to the timing or amount of payments on the Swingline Loans (other than [Section 2.4(a)]) shall not be applicable to Swingline Loans made and prepaid pursuant to the Sweep Arrangement. Unless sooner paid pursuant to the provisions hereof or the provisions of the Sweep Arrangement, the principal amount of the Swingline Loans shall be paid in full, together with accrued interest thereon, on the Revolving Credit Maturity Date.

Availability. Subject to the terms and conditions of this Agreement and to deduction of Reserves, Bank shall, in its good faith business discretion, make Advances not exceeding the Availability Amount. Amounts borrowed under the Revolving Line may be repaid and, prior to the Revolving Line Maturity Date, reborrowed, subject to the applicable terms and conditions precedent herein.

Availability. Subject to the terms and conditions of this Agreement, Bank agrees to make Growth Capital Advances to Co-Borrowers in three (3) tranches: “Tranche A”, “Tranche B” and “Tranche C”. On the Effective Date, or as soon thereafter as all conditions precedent to the initial Credit Extension have been satisfied, Bank shall make a Growth Capital Advance under Tranche A to Co-Borrowers in a principal amount equal to (the “Tranche A Growth Capital Advance”), which shall be used to refinance all Obligations owing from Co-Borrowers to Bank pursuant to the Original Agreement and for working capital. Thereafter, during the Tranche B Draw Period, Co-Borrower may request one (1) Growth Capital Advance under Tranche B, in a principal amount equal to (the “Tranche B Growth Capital Advance”). During the Tranche C Draw Period, Co-Borrowers may request one (1) Growth Capital Advances under Tranche C, in a principal amount equal to (the “Tranche C Growth Capital Advance” and together with the Tranche A Growth Capital Advance and the Tranche B Growth Capital Advance, each a “Growth Capital Advance” and collectively, the “Growth Capital Advances”). The aggregate outstanding amount of the Growth Capital Advances shall not exceed the Growth Capital Line.

Availability. Immediately after giving effect to the making of the requested Loan (and the application of the proceeds thereof), or the issuance, increase or extension of a Letter of Credit, as the case may be, the Revolving Credit Obligations shall not exceed the Revolving Committed Amount.

Availability. Following the Closing Date and subject to the conditions of this [Section 2.05], upon notice to the Administrative Agent (which shall promptly notify the Lenders), the may from time to time request the addition of one or more tranches of term loans (an “Incremental Term Facility”) and/or increases in the Aggregate Revolving Credit Commitments (“Incremental Revolving Commitments”) by an amount not exceeding, in the aggregate, ; provided that, unless otherwise agreed by the Administrative Agent that any such request for an increase or the addition of a term loan tranche shall be in a minimum amount of and in increments of in excess thereof, or if less, the entire remaining available amount. At the time of sending such notice, the (in consultation with the Administrative Agent) shall specify the time period within which each Lender is requested to respond (which shall in no event be less than ten (10) Business Days from the date of delivery of such notice to the Lenders) and the may also invite prospective lenders to respond.

Closing Certificate and Closing Liquidity. shall have received a closing certificate signed by the Chief Financial Officer of each Loan Party dated as of the date hereof, stating that # all representations and warranties set forth in this Agreement and the Other Documents are true and correct in all material respects on and as of such date, # each Loan Party is on such date in compliance in all material respects with all the terms and provisions set forth in this Agreement and the Other Documents, # on such date no Default or Event of Default has occurred or is continuing, and # have Liquidity on the Closing Date (after giving effect to the payment of all fees, expenses to be paid on the Closing Date, all Advances made on the Closing Date, and all trade payables aged sixty (60) days or older) of at least , which statement shall be accompanied by a Borrowing Base Certificate demonstrating such calculation;

Shareholders shall deliver to , in form and substance reasonably satisfactory to , paperwork evidencing the AUFP Equity, together with stock powers duly for such paperwork to allow such paperwork to be registered in the name of Hainan ;

Closing Certificate. The Administrative Agent shall have received # a certificate of each Loan Party party hereto on the date hereof, dated the Closing Date, substantially in the form of [Exhibit C-11]1]], with appropriate insertions and attachments, # a long form good standing certificate for each Loan Party from its jurisdiction of organization, incorporation or other organization, as applicable, and # a certificate from a Responsible Officer of the Borrower, substantially in the form of [Exhibit C-22]2]].

Closing Fees. (i) The Borrower agrees to pay to the Administrative Agent for the account of each Term Lender on the Closing Date in accordance with its Pro Rata Share or other applicable share provided for under this Agreement, an upfront fee (which may take the form of OID) in an amount equal to 0.50% of the stated principal amount of such Term Lender’s Initial Term Loans, payable to such Term Lender from the proceeds of its Initial Term Loans as and when funded on the Closing Date. Such fee will be in all respects fully earned, due and payable on the Closing Date and non-refundable and non-creditable thereafter.

The obligations of the Company hereunder in connection with the Closing are subject to the following conditions being met:

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The Closing. The closing of the sale and purchase of the Subordinated Notes (the “Closing”) shall occur at the offices of the Company at (local time) on the Closing Date, or at such other place or time or on such other date as the parties hereto may agree, including remotely via the electronic or other exchange of documents and signature pages.

The Closing. Subject to the terms and conditions of this Agreement, the closing of the Merger and the other Transactions (the “Closing”) will take place remotely via the exchange of electronic signature pages on the second Business Day following the satisfaction or waiver of each of the conditions set forth in [Article VI] hereof (other than those conditions which can be satisfied only at the Closing, but subject to the satisfaction or waiver of such conditions at Closing), or at such other time and place as may be agreed to by BRPA and the Company (such date, the “Closing Date”). Subject to the provisions of [Article VII] of this Agreement, the failure to consummate the Closing on the date and time determined pursuant to this [Section 1.5] will not result in the termination of this Agreement and will not relieve any Party of any obligation under this Agreement. Subject to the satisfaction or waiver of all of the conditions set forth in [Article VI] of this Agreement, and provided this Agreement has not theretofore been terminated pursuant to its terms, on the Closing Date, the Company and Merger Sub shall cause the Certificate of Merger to be executed, acknowledged and filed with the Secretary of State of the State of Delaware as provided in [Sections 251 and 1033]3]] of the DGCL.

Closing Deliveries. Concurrently with the execution of this Amendment, the Borrowers shall:

Joinder No. ​, dated as of ​ (this “Joinder”), to the Multiparty Guaranty set forth as [Section 20] (as amended or otherwise modified from time to time, the “Multiparty Guaranty”) to that certain Second Amended and Restated Note Purchase and Private Shelf Agreement, dated as of (as amended or otherwise modified from time to time, the “Note Agreement”), executed by (the “Company”), the Subsidiary Guarantors party thereto, and the Purchasers party thereto. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Note Agreement.

Closing Certificate. Receipt by the Domestic Administrative Agent of a certificate signed by a Responsible Officer of the Parent Borrower certifying that # the conditions specified in [[Sections 5.01(c) and (d)])]])] and [[Sections 5.02(a) and (b)])]])] have been satisfied and # the Parent Borrower and its Subsidiaries (after giving effect to the transactions contemplated hereby and the incurrence of Indebtedness related thereto) are Solvent on a consolidated basis.

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