Backstop Commitment Fee. (a) To compensate the Backstop Parties for the risk of their undertakings herein, the Aquilex Parties shall pay to the Backstop Parties, in the aggregate and in accordance with the terms of the Restructuring Support Agreement, a backstop commitment fee (the “Backstop Commitment Fee”) in an amount equal to 4.0% of the sum of (i) the Aggregate Rights Offering Amount, (ii) the Noteholder Cash Option Amount, (iii) the Consent Payment Amount and (iv) the Plan Additional Units Purchase Price (in each case, assuming the full exercise of the applicable amounts and assuming, in the case of clause (ii), that 75% of the principal amount of the Senior Notes is held by holders of Senior Notes that are Eligible Holders and 25% of the principal amount of the Senior Notes is held by holders of Senior Notes that are not Eligible Holders), which Backstop Commitment Fee shall be equal to $3,631,753 and paid in the form of an immediate increase, on the date upon which the Company shall have received a fully underwritten commitment agreement for the DIP Facility, in the aggregate principal amount outstanding under the Bridge Facility in an amount equal to the Backstop Commitment Fee; provided that, in the event that any Backstop Party is not a lender under the Bridge Facility as of the date on which the Backstop Commitment Fee is paid, the lenders under the Bridge Facility will agree that the borrowers under the Bridge Facility may, and the Aquilex Parties that are parties to the Bridge Facility shall, issue and deliver notes (or other instruments) under the Bridge Facility to such non-lender Backstop Parties in an amount equal to such non-lender Backstop Party’s Total Commitment Percentage of the Backstop Commitment Fee. Pursuant to the terms of the Restructuring Support Agreement and, if necessary, the Plan, on the Effective Date, the aggregate principal amount outstanding under the Bridge Facility (including the Backstop Commitment Fee), together with all interest accrued thereon (provided that no interest shall accrue on the Backstop Commitment Fee), will be converted into the Bridge Units, which will be issued by the Company on the Effective Date.
Backstop Commitment Fee. As consideration for the commitments and agreements of the Purchaser under this Agreement, the Company agrees to pay to the Purchaser an aggregate commitment fee of $1,500,000 (the “Commitment Fee”). The Commitment Fee shall be due and payable in cash via wire transfer of immediately available funds on the date hereof to the account set forth on Exhibit B hereto.
Backstop Commitment Fee. The Debtors shall have paid to the Backstop Providers the Backstop Commitment Fee as set forth in Section 2.3(c), subject to reduction pursuant to Section 2.3(d) of this Agreement;
Backstop Commitment Fee. The Company shall have paid the Backstop Commitment Fee accordance with Section 1.3 hereof.
Backstop Commitment Fee. The Debtors shall have paid to the Backstop Party the Backstop Commitment Fee as set forth in Section 2.1(e)(i);
Backstop Commitment Fee. The Company shall have paid the Backstop Commitment Fee accordance with Section 1.3, and no portion of the Backstop Commitment Fee shall have been invalidated or voided, or be required to be repaid or otherwise disgorged to the Aquilex Parties or any other Person.
Backstop Commitment Fee. The “Backstop Commitment Fee” means a nonrefundable aggregate premium equal to 10% of the aggregate amount of the Rights Offering, excluding any oversubscription amounts, payable in New Common Stock issued at the Rights Offering Value.
Backstop Commitment Fee. As defined in this Restructuring Term Sheet. Backstop Parties As defined in this Restructuring Term Sheet. Bankruptcy Code Title 11 of the United States Code, 11 U.S.C. §§ 101–1532, as amended. Bankruptcy Court The United States Bankruptcy Court for the Southern District of Texas. Bankruptcy Rules The Federal Rules of Bankruptcy Procedure. Bar Date The date established by the Bankruptcy Court by which Proof of Claims or Proof of Interests must be Filed with respect to such Claims or Interests, other than Administrative Claims, Claims held by Governmental Units, or other Claims or Interests for which the Bankruptcy Court entered an order excluding the holders of such Claims or Interests from the requirement of Filing Proof of Claims or Proof of Interests. Term Definition Business Day Any day other than a Saturday, Sunday, or other day on which commercial banks are authorized to close under the Laws of, or are in fact closed in, the state of New York. Cause of Action Any claims, interests, damages, remedies, causes of action, demands, rights, actions, suits, obligations, liabilities, accounts, defenses, offsets, powers, privileges, licenses, Liens, indemnities, guaranties, and franchises of any kind or character whatsoever, whether known or unknown, foreseen or unforeseen, existing or hereinafter arising, contingent or non-contingent, liquidated or unliquidated, secured or unsecured, assertable, directly or derivatively, matured or unmatured, suspected or unsuspected, in contract, tort, law, equity, or otherwise. Causes of Action also include: (a) all rights of setoff, counterclaim, or recoupment and claims under contracts or for breaches of duties imposed by law; (b) the right to object to or otherwise contest Claims or Interests; (c) claims pursuant to sections 362, 510, 542, 543, 544 through 550, or 553 of the Bankruptcy Code; and (d) such claims and defenses as fraud, mistake, duress, and usury, and any other defenses set forth in section 558 of the Bankruptcy Code.
