Assumption of the Notes. Notwithstanding the provisions of Section 13.2 of the Project Lease, if (a)
(1) the Lessee submits a Qualifying Cash Bid, and the Owner Lessor accepts (or is deemed to have accepted) such Qualifying Cash Bid, or (2) the Lessee purchases the Project for scrap pursuant to Section 13.2(c) of the Project Lease, (b) the Lessee (or its designee) shall have executed and delivered an assumption agreement to assume in full the Senior Notes and the obligations and liabilities of the Owner Lessor under the Indenture as permitted by and in accordance with Section 2.10(B) of the Indenture, (c) the Indenture Trustee shall have been granted a first priority security interest in and to all assets and property which form the collateral under the Lessee Security Agreement and shall have received opinions of counsel, in form and substance satisfactory to the Indenture Trustee, with respect to the assumption of the Notes, (d) all other conditions contained in such Section 2.10(B) shall have been satisfied, and (d) no Lease Default or Lease Event of Default shall have occurred and be continuing after giving effect to such assumption, then the amounts otherwise payable by the Lessee pursuant to Section 13 of the Project Lease shall be reduced by the outstanding principal amount of and accrued interest on the Notes so assumed by the Lessee. Notwithstanding the provisions of Section 10.1 of the Project Lease, in the case of a Regulatory Event of Loss, (i) if the Lessee (or its designee) shall have executed and delivered an assumption agreement to assume in full the Senior Notes and the obligations and liabilities of the Owner Lessor under the Indenture as permitted by and in accordance with Section 2.10(B) of the Indenture, (ii) all other conditions contained in such Section 2.10(B) shall have been satisfied, and (iii) no Significant Lease Default of Lease Event of Default shall have occurred or be continuing after giving effect to such assumption, then the obligation of the Lessee to pay Termination Value shall be reduced by an amount equal to the outstanding principal amount of and accrued interest on the Notes so assumed by the Lessee.
Assumption of the Notes. Effective simultaneously with the consummation of the CMLP Mergers and the Finance Merger:
(a) Pursuant to, and in accordance with, the requirements of Article 5 of the Indenture, the Company hereby assumes from OMP and undertakes to perform, pay or discharge all obligations of OMP, in lieu of and in substitution for OMP, arising from the terms, covenants, conditions and provisions of the Indenture, including the due and punctual payment of the principal of (and premium, if any) and interest on all the Notes and the performance of every covenant of the Indenture on the part of OMP to be performed or observed. Pursuant to, and in accordance with, Section 5.02 of the Indenture, the provisions of the Indenture referring to the “Company” shall refer to the Company. The Company shall succeed to, and be substituted for, and may exercise every right and power of, OMP under the Indenture with the same effect as if the Company had been named as OMP therein. Pursuant to Section 5.02 of the Indenture, OMP is hereby discharged and released from all of its obligations and covenants under the Indenture and the Notes.
(b) The Finance Corp. hereby assumes from OMP Finance and undertakes to perform, pay or discharge all obligations of OMP Finance, in lieu of and in substitution for OMP Finance, arising from the terms, covenants, conditions and provisions of the Indenture, including the due and punctual payment of the principal of (and premium, if any) and interest on all the Notes and the performance of every covenant of the Indenture on the part of OMP Finance to be performed or observed. The Finance Corp. shall succeed to, and be substituted for, and may exercise every right and power of, OMP Finance under the Indenture with the same effect as if the Finance Corp. had been named as OMP Finance therein.
Assumption of the Notes. PBG hereby expressly assumes the due and punctual payment of the principal of, premium, if any, and interest on the Notes and all obligations of PepsiCo under the Notes and the Indenture and shall be the successor to PepsiCo under the Indenture.
Assumption of the Notes. The Company hereby expressly assumes and agrees promptly to pay, perform and discharge when due each and every debt, obligation, covenant and agreement incurred, made or to be paid, performed or discharged by the Issuer under the Indenture and the Notes. The Company hereby agrees to be bound by all the terms, provisions and conditions of the Indenture and the Notes and that it shall be the successor to the Issuer and shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer, as the predecessor to the Company, under the Indenture and the Notes.
Assumption of the Notes. Notwithstanding the foregoing provisions of Section 13.2 (except for the provision relating to the reduction and discharge of the Lessor Section 467 Loan Balance or the Lessee Section 467 Loan Balance), if (a) the Facility Lessee submits a Qualifying Cash Bid, and the Owner Lessor accepts such Qualifying Cash Bid and the Facility Lessee shall purchase the Facility Interest pursuant to this Section 13, (b) the Facility Lessee shall have executed and delivered an assumption agreement to assume the Notes as permitted by and in accordance with Section 2.10(b) of the Lease Indenture, (c) all other conditions contained in such Section 2.10(b) shall have been satisfied, and (d) no Significant Lease Default or Lease Event of Default shall have occurred and be continuing after giving effect to such assumption, then (x) the obligation of the Facility Lessee to pay the purchase price set forth in its Qualifying Cash Bid shall be satisfied to the extent the outstanding principal amount of and accrued interest on the Notes is so assumed by the Facility Lessee and (y) the Owner Lessor shall have no further obligation to prepay the outstanding principal and accrued interest on the Notes.
Assumption of the Notes. New GulfMark hereby assumes all of Old GulfMark’s obligations under the Notes and the Indenture.
Assumption of the Notes. The Company hereby assumes each and every obligation of Insight as provided for in the Convertible Notes and agrees to accept such Convertible Notes as partial consideration for the Series A Preferred as provided for herein.
Assumption of the Notes. Effective at the effective time of this First Supplemental Indenture:
(a) Holdings hereby assumes and agrees to promptly pay, perform and discharge when due each and every debt, obligation, covenant and agreement of any nature whatsoever of "the Company" under the Indenture and the Notes; and
(b) Holdings hereby agrees to be bound by all the terms, provisions and conditions of the Indenture and the Notes and hereby acknowledges that references to "the Company" in the Indenture, shall refer to Holdings from and after such effective time, as the successor to Funding, and Holdings shall succeed to, and be substituted for, and may exercise every right and power of "the Company" under the Indenture and the Notes.
Assumption of the Notes. Notwithstanding the provisions of Section 13.2, if (a)
(1) the Lessee submits a Qualifying Cash Bid, and the Owner Lessor accepts (or is deemed to have accepted) such Qualifying Cash Bid, or (2) the Lessee purchases the Facility pursuant to Section 13.2(c)(ii), (b) the Lessee (or its designee) shall have executed and delivered an assumption agreement to assume in full the Notes as permitted by and in accordance with Section 2.10(b) of the Indenture, (c) all other conditions contained in such Section 2.10(b) shall have been satisfied, and (d) no Significant Lease Default or Lease Event of Default shall have occurred and be continuing after giving effect to such assumption, then the amounts otherwise payable by the Lessee pursuant to this Section 13 shall be reduced by the outstanding principal amount of and accrued interest on the Notes so assumed by the Lessee.
Assumption of the Notes. Bottling LLC hereby expressly assumes the due and punctual payment of the principal of, premium, if any, and interest on the Notes and all obligations of Holdings in respect of the Notes, the Guarantees and the Indenture (but not in respect of the Indemnification Agreement) and shall be the successor to Holdings under the Indenture.
