Amendment and Restatement Agreement. On or prior to the Amendment and Restatement Effective Date, Holdings, the Borrower and the Subsidiary Guarantors shall have executed and delivered to the Administrative Agent a counterpart of the Amendment and Restatement Agreement.
Amendment and Restatement Agreement. Satisfaction of each of the conditions precedent to effectiveness set forth in clauses (a), (b), (d) and (e) of Section 3 of the Amendment and Restatement Agreement.
Amendment and Restatement Agreement. EXECUTED AS A DEED ) by and on behalf of ) MiNT LNG III, LTD. ) /s/ [ILLEGIBLE] (as Borrower) ) by XXXX XXXXXXXX ) in the presence of: Xxxx Xxxxx
Amendment and Restatement Agreement. Relating to a Security over Shares Agreement, to be dated on or about the Closing Date, between the Borrower and the Collateral Administrative Agent.
Amendment and Restatement Agreement. The Effective Date shall be confirmed in a notice delivered by the Intercreditor Agent to the Administrative Agent and such notice shall be conclusive for all purposes hereunder. Table of Contents Page ARTICLE I DEFINITIONS AND ACCOUNTING TERMS 3 Section 1.01 Certain Defined Terms 3 Section 1.02 Computation of Time Periods 15 Section 1.03 Accounting Terms 15 ARTICLE II AMOUNTS AND TERMS OF THE ADVANCES 16 Section 2.01 The Advances, Letter of Credit Advances 16 Section 2.02 Making the Letter of Credit Advances 16 Section 2.03 Fees 16 Section 2.04 Repayment of Letter of Credit Advances 17 Section 2.05 Interest 17 Section 2.06 Application of Payments Received 18 Section 2.07 Increased Costs 18 Section 2.08 Payments and Computations 18 Section 2.09 Taxes 20 Section 2.10 Sharing of Payments, Etc 22 Section 2.11 Use of Proceeds 22 Section 2.12 Issuance of and Drawings and Reimbursement Under Letters of Credit 22 Section 2.13 Cash Security Pricing 28 Section 2.14 Special Cash Collateralization 28 Section 2.15 Replacement of Lenders 29 Section 2.16 Certain Security Accounts 29 Section 2.17 Defaulting Lender 31 ARTICLE III CONDITIONS TO EFFECTIVENESS AND EXTENSION OF CREDIT 32 Section 3.01 Conditions Precedent to Initial Extension of Credit 32 Section 3.02 Conditions Precedent to Each Notice of Extension and Issuance, Etc 34 ARTICLE IV REPRESENTATIONS AND WARRANTIES 35 Section 4.01 Representations and Warranties of the Obligors 35 ARTICLE V COVENANTS OF THE OBLIGORS 38 Section 5.01 Affirmative Covenants 38 Section 5.02 Reporting Requirements 40 Section 5.03 Financial Covenants 41 Section 5.04 Certain Notice Covenants 42 Section 5.05 [Reserved] 43 ARTICLE VI EVENTS OF DEFAULT 43 Section 6.01 Events of Default 43
Amendment and Restatement Agreement. The Effective Date shall be confirmed in a notice delivered by the Intercreditor Agent to the Administrative Agent and such notice shall be conclusive for all purposes hereunder. Table of Contents Page ARTICLE I DEFINITIONS AND ACCOUNTING TERMS 3 Section 1.01 Certain Defined Terms 3 Section 1.02 Computation of Time Periods 16 Section 1.03 Accounting Terms 16
Amendment and Restatement Agreement the Amendment and Restatement Agreement to be entered into between each party to this agreement under which the terms of this agreement are amended and restated. Attorney an attorney appointed under a Transaction Document. Authorisation 1 any consent, registration, filing, agreement, notice of non-objection, notarisation, certificate, licence, approval, permit, authority or exemption; or 2 in relation to anything which a Government Agency may prohibit or restrict within a specific period, the expiry of that period without intervention or action or notice of intended intervention or action. Availability Period 1 in relation to the Loan Facility, the Loan Facility Availability Period; and 2 in relation to the Extension Facility, the Extension Facility Availability Period. 1 Definitions and interpretations Term Meaning Available Cashflow on 30 September 2008 and any Repayment Date, the Revenue for the preceding Quarter minus the aggregate of the amounts to be applied on the relevant date under clauses 10.3(b)(1) to 10.3(b)(7). Xxxxxxx Title Reports 1 the “Montana Tunnels Patented Ground Title Report” prepared at the request of Xxxxxxx and Associates, Inc. dated 2 February 2007; and 2 the “MTMI Unpatented Mining Claims Location to Present Title Report” prepared at the request of Xxxxxxx and Associates, Inc. dated 2 February 2007. Best Efforts in respect of clause 8.3(a) the commercially reasonable best efforts of the Borrower in its capacity as a participant in the Project having the percentage interest which the Borrower holds from time to time (50% at the date of this agreement) in the MDOA. Break Costs for any repayment or prepayment the amount (if any) by which: 1 the interest on the amount repaid or prepaid which the Financier should have received under this agreement (had the repayment or prepayment not occurred), exceeds: 2 the return which that Financier would be able to obtain by placing the amount repaid or prepaid to it on deposit with a Reference Bank, in each case for the period from the date of repayment or prepayment until the last day of the then current Interest Period applicable to the repaid or prepaid amount. Business Day 1 for the purposes of clause 18.3, a day on which banks are open for business in the city where the notice or other communication is received excluding a Saturday, Sunday or public holiday; and 2 for all other purposes, a day on which banks are open for business in Sydney, Australia and Denver, Colorado, excluding a Saturd...
Amendment and Restatement Agreement. This Agreement executed by the Obligors’ Agent (for itself and on behalf of each Obligor who is a Party).
