Common use of Commitment to Purchase Clause in Contracts

Commitment to Purchase. (a) Subject to the terms and conditions set forth herein and in reliance on the representations and warranties of the Obligors contained herein and in the other Financing Documents, the Company may at its option issue and sell, and Purchaser agrees to purchase, Notes in an aggregate principal amount not to exceed $125,000,000. The purchase price for the Notes shall be 100% of the principal amount thereof. (b) The Commitment will terminate on the earliest of (i) the termination of the Purchase Agreement in accordance with the terms thereof prior to the consummation of the Acquisition, (ii) the delivery by the Company of a notice of termination of Purchaser's Commitment obligation, (iii) the consummation of the Acquisition (if such date occurs prior to the date of the first Takedown), (iv) the date on which Holdings or any of its Subsidiaries commences the marketing of any securities with respect to which DLJSC or any of its Affiliates is not the sole manager or agent or lead underwriter, as the case may be and (v) March 31, 1998 (such earliest date, the "Expiration Date"); provided that if at any time on or after the date hereof an Event of Default shall have occurred and be continuing, Purchaser may at its option terminate the Commitment by notice to the Company, such termination to be effective upon the giving of such notice; and provided further that the Commitment shall automatically terminate, without notice to the Company or any other action on the part of Purchaser, upon the occurrence of any of the events specified in Sections 7.01(e) and 7.01(f) with respect to the Company.

Commitment to Purchase. (a) Subject to the terms and conditions set forth herein and in reliance on the representations and warranties of the Obligors Company contained herein and in the other Financing Documents, the Company may at its option issue and sellsell to the Purchaser on the Issuance Date, and the Purchaser agrees to purchasepurchase on the Issuance Date, Notes in with an aggregate principal amount not to exceed $125,000,000initial Accreted Value equaling the Purchaser's Commitment. The purchase price for the Notes shall be 100% of the principal amount initial Accreted Value thereof. (b) The Each Commitment will terminate (the "Expiration Date") on the earliest of (i) the termination of the Purchase Recapitalization Agreement in accordance with the terms thereof prior to the consummation of the AcquisitionRecapitalization, (ii) the delivery by the Company of a notice of termination of Purchaser's Commitment obligation, (iii) the consummation of the Acquisition Recapitalization without the issuance of the Notes (if such date occurs prior to the date of the first TakedownIssuance Date), (iviii) the date on which Holdings or the Company, any of its Subsidiaries or the Sponsors commences the marketing of any securities proposed Permanent Financing with respect to which DLJSC or any of its Affiliates is not the sole manager manager, sole agent, sole initial purchaser or agent or lead underwriter, as sole underwriter (if such date occurs prior to the case may be Issuance Date) and (viv) March 315:00 P.M. (New York City time) on October 15, 1998 (if such earliest date, date occurs prior to the "Expiration Issuance Date"); provided provided, that if at any time on or after the date hereof an Event of Default shall have occurred and be continuing, the Purchaser may at its option terminate the its Commitment by notice to the Company, such termination to be effective upon the giving of such notice; and provided further that the each Commitment shall automatically terminate, without notice to the Company or any other action on the part of the Purchaser, upon the occurrence of any of the events specified in Sections 7.01(e) and 7.01(f) with respect to the Company. (c) No Commitment is revolving in nature, and principal amounts of Notes prepaid in accordance with Section 2.06 may not be resold to the Purchaser hereunder.