Common use of Backstop Clause in Contracts

Backstop. (a) On the terms and subject to the conditions contained herein, and in reliance on the representations and warranties set forth in this Agreement, each of the Preferred Backstop Investors hereby agrees, severally and not jointly, to purchase on the Effective Date, and the Company hereby agrees to sell and issue to each such Preferred Backstop Investor, at the Backstop Purchase Price therefor, its Backstop Percentage of the Unsubscribed Shares, subject to the Offering Conditions. The Preferred Stock which each of the Preferred Backstop Investors purchases pursuant to this Agreement are referred to herein as such Preferred Backstop Investor’s “Backstop Shares.” For the avoidance of doubt, any shares of Preferred Stock acquired in the Rights Offering pursuant to Section 2.1(b) shall not be deemed Backstop Shares. (b) The closing of the purchase and sale of the Backstop Shares hereunder (the “Closing”) will occur on the Effective Date contemporaneously with substantial consummation of the Plan. At the Closing, payment for the Backstop Shares that each Preferred Backstop Investor has agreed to purchase shall be effected by each such Preferred Backstop Investor delivering to the Company in immediately available funds its respective Backstop Purchase Price (ii) against delivery by the Company of the Backstop Shares to which such Preferred Backstop Investor is entitled to and delivery to each Preferred Backstop Investor such certificates, documents or instruments required to be delivered by it to such Preferred Backstop Investor pursuant to this Agreement. The agreements, instruments, certificates and other documents to be delivered on the Effective Date by or on behalf of the Company shall be delivered to each applicable Preferred Backstop Investor in accordance with Section 10.3 hereof.

Backstop. (a) On the terms and subject to the conditions contained herein, and in reliance on the representations and warranties set forth in this Agreement, each of the Preferred Backstop Investors hereby agrees, severally and not jointly, to purchase on the Effective Date, and the Company hereby agrees to sell and issue to each such Preferred Backstop Investor, at the Backstop Purchase Price therefor, its Backstop Percentage of the Unsubscribed Shares, subject to the Offering Conditions. The Preferred Stock which each of the Preferred Backstop Investors purchases pursuant to this Agreement are referred to herein as such Preferred Backstop Investor’s “Backstop Shares.” For the avoidance of doubt, any shares of Preferred Stock acquired in the Rights Offering pursuant to Section 2.1(b) shall not be deemed Backstop Shares. (b) The closing of the purchase and sale of the Backstop Shares hereunder (the “Closing”) will occur on the Effective Date contemporaneously with substantial consummation of the Plan. At the Closing, payment for the Backstop Shares that each Preferred Backstop Investor has agreed to purchase shall be effected by each such Preferred Backstop Investor delivering to the Company in immediately available funds its respective Backstop Purchase Price (ii) against delivery by the Company of the Backstop Shares to which such Preferred Backstop Investor is entitled to and delivery to each Preferred Backstop Investor such certificates, documents or instruments required to be delivered by it the Company to such Preferred Backstop Investor pursuant to this Agreement. The agreements, instruments, certificates and other documents to be delivered on the Effective Date by or on behalf of the Company shall be delivered to each applicable Preferred Backstop Investor in accordance with Section 10.3 hereof.

Backstop. (a) On the terms and subject to the conditions contained herein, and in reliance on the representations and warranties set forth in this Agreement, each of the Preferred Backstop Investors hereby agrees, severally and not jointly, to purchase on the Effective DateDate or a Subsequent Closing Date (as applicable and as set forth in the Effective Date Notice and/or a Subsequent Closing Notice), and the Company hereby agrees to sell and issue to each such Preferred Backstop Investor, at the principal amount of Rights Offering Notes as set forth in the Effective Date Notice or such Subsequent Closing Notice, as applicable, provided that in no event shall a Backstop Purchase Price therefor, Investor be required to purchase hereunder an amount of Rights Offering Notes in excess of either (i) its Individual Backstop Percentage Cap or (ii) the percentage of the Unsubscribed Shares, subject to Individual Backstop Cap of the other Backstop Investor that represents the amount of Rights Offering ConditionsNotes actually purchased by such other Backstop Investor at such time. The Preferred Stock which Rights Offering Notes that each of the Preferred Backstop Investors purchases is required to purchase pursuant to this Agreement Section 2.2(a) are referred to herein as such Preferred Backstop Investor’s “Backstop SharesNotes.” For the avoidance of doubt, any shares of Preferred Stock acquired in the Rights Offering pursuant to Section 2.1(b) shall not be deemed Backstop Shares.” (b) The Each closing of the purchase and sale of the Backstop Shares hereunder (the “Closing”) will occur Notes hereunder, whether on the Effective Date contemporaneously with substantial consummation of the Planor a Subsequent Closing Date (each, a “Closing Date”), shall be referred to as a “Closing”. At the each Closing, (i) payment for the Backstop Shares Notes that each Preferred Backstop Investor has agreed to purchase shall be effected by each such Preferred Backstop Investor delivering wiring an amount equal to the aggregate principal amount of such Backstop Notes to an account of the Company in immediately available funds its respective identified to each Backstop Purchase Price Investor at least five days prior to such Closing and (ii) against delivery by the Company of shall deliver to each Backstop Investor the Backstop Shares Notes in the form of grid notes (or adjustments to which such Preferred Backstop Investor is entitled grid notes with respect to Subsequent Closing Dates) and delivery to each Preferred Backstop Investor such certificates, documents or instruments required to be delivered by it to such Preferred Backstop Investor pursuant to this Agreement. The agreements, instruments, certificates and other documents to be delivered on the Effective Date by or on behalf of the Company shall be delivered to each applicable Preferred Backstop Investor in accordance with Section 10.3 hereofRights Offering Documents.

Backstop. (a) On the terms and subject to the conditions contained herein, and in reliance on the representations and warranties set forth in this Agreement, each of the Preferred Backstop Investors hereby agrees, severally and not jointly, to purchase on the Effective Date, and the Company hereby agrees to sell and issue to each such Preferred Backstop Investor, at the Backstop Purchase Price therefor, its Backstop Percentage of the greater of (i) the Minimum Commitment Shares and (ii) the Unsubscribed Shares, subject to the Offering Conditions. The Preferred Stock New Common Shares which each of the Preferred Backstop Investors purchases is required to purchase pursuant to this Agreement Section 2.2(a) are referred to herein as such Preferred Backstop Investor’s “Backstop Shares.” For The Backstop Investors will purchase such New Common Shares by exchanging the avoidance principal amount of doubt, any shares of Preferred Stock acquired in the Rights Offering pursuant New Senior Notes equal to Section 2.1(b) shall not be deemed such Backstop SharesInvestor’s Backstop Purchase Price. (b) The closing of the purchase and sale of the Backstop Shares hereunder (the “Closing”) will occur on the Effective Date contemporaneously with substantial consummation of the Plan. At the Closing, (i) unless the Company and the Required Backstop Investors mutually agree otherwise, payment for the Backstop Shares that each Preferred Backstop Investor has agreed to purchase shall be effected by each such Preferred Backstop Investor electronically delivering for cancellation the requisite Senior Notes to the balance account with the Depository Trust Company (“DTC”) designated in immediately available funds its respective writing by the Company to the Backstop Purchase Price Investors prior to the Closing and (ii) against delivery by the Company shall cause its transfer agent to credit the aggregate number of the Backstop Shares to which such Preferred Backstop Investor is entitled to such Backstop Investor’s or its designee’s balance account with the DTC through its Deposit/Withdrawal at Custodian system and delivery deliver to each Preferred Backstop Investor such certificates, documents or instruments required to be delivered by it to such Preferred Backstop Investor pursuant to this Agreement. The agreements, instruments, certificates and other documents to be delivered on the Effective Date by or on behalf of the Company shall be delivered to each applicable Preferred Backstop Investor in accordance with Section 10.3 hereof.