Credit Agreement Claims Sample Clauses

Credit Agreement Claims. (a) WNR Company hereby agrees with the Lender, for the benefit of the Credit Agreement Parties, that the Credit Agreement Parties shall have rights and claims enforceable against WNR Company for payment of all or a portion of the Credit Agreement Obligations to the same extent that the Assumed Debt Parties (as opposed to the Company) have rights and claims, if any, enforceable against WNR Company for payment of all or any portion of the Assumed Debt (including accrued and unpaid interest and any related obligations in respect of premiums, fees and indemnities) pursuant to or by reason of any Assumption Agreement (such rights and claims of the Assumed Debt Parties, the “Assumed Debt Claims”), as if WNR Company and the Company had entered into an assumption agreement in respect of the Credit Agreement Obligations on the same terms as such Assumption Agreement that is the subject of the Assumed Debt Claims (such rights and claims of the Credit Agreement Parties, the “Credit Agreement Claims”). It is understood and agreed that (i) if the Credit Agreement Parties have Credit Agreement Claims by reason of one or more, whether in whole or in part, but less than all, of the Assumed Debt being subject to Assumed Debt Claims, then the Credit Agreement Claims of any Credit Agreement Party shall be limited to its Pro Rata Claim Amount, and (ii) WNR Company shall be fully liable for any such Credit Agreement Claims subject only to the limitations expressly set forth in this Agreement. Any Credit Agreement Claims due and owing by WNR Company hereunder shall be payable by WNR Company to the Lender for the benefit of the Credit Agreement Parties. (b) The determination of whether any Assumed Debt Claim exists shall be based solely upon the successful assertion by the applicable Assumed Debt Parties of such Assumed Debt Claim, and the Credit Agreement Parties shall not be permitted to assert that an Assumed Debt Claim exists unless and until such Assumed Debt Claim is successfully asserted by the applicable Assumed Debt Parties; provided that, if any Assumed Debt Party asserts an Assumed Debt Claim, the foregoing shall not be construed to prevent the assertion that a Credit Agreement Claim exists if such assertion of an Assumed Debt Claim is successful. For purposes of this Section 2(b), an Assumed Debt Claim shall be considered “successfully asserted” or shall be viewed as the subject to “successful assertion” upon the occurrence of any of the following:
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Credit Agreement Claims. All claims arising under the Credit Agreement and all documents and agreements related thereto (including, without limitation, swap obligations secured ratably therewith, collectively the “Credit Agreement Claims”) shall be deemed allowed in an amount equal to principal plus interest and all other amounts due under the Credit Agreement. On the Effective Date, each holder of a Credit Agreement Claim shall receive the following, in full and complete satisfaction of such holder’s Credit Agreement Claim: (i) its pro rata share of the New Term Loan; (ii) its pro rata share of 98% of newly issued New Common Stock, subject to the issuance of securities pursuant to the Long-Term Incentive Plan, the Unsecured Common Stock and the Unsecured Warrants, as the case may be; provided, however, that if the class of FairPoint Communications Unsecured Claims does not accept the Plan, each holder of a Credit Agreement Claim shall receive its pro rata share of 100% of newly issued New Common Stock, subject to the securities to be issued under the Long-Term Incentive Plan; and (iii) its pro rata share of cash in an amount equal to all cash of the Company on the Effective Date in excess of $40 million after taking into account all cash payments required to be paid under the Plan on or after the Effective Date, including, but not limited to, amounts required to be paid to satisfy allowed administrative expenses, allowed claims, payments due under the XXXX (as defined below), and cure payments for assumed executory contracts.
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Credit Agreement Claims. All allowed First Lien Credit Agreement Claims shall be Reinstated at existing rates and maturities. Unimpaired; not entitled to vote First Lien Notes Claims All allowed First Lien Notes Claims shall be Reinstated at existing rates and maturities. Unimpaired; not entitled to vote Second Lien Notes Claims All allowed Second Lien Notes Claims shall be Reinstated at existing rates and maturities. Unimpaired; not entitled to vote Guaranteed Unsecured Notes Claims Holders of allowed Guaranteed Unsecured Notes Claims shall receive their pro rata share of: Impaired; entitled to vote i. $375 million of new secured takeback second lien notes due 7 years after emergence (the “Takeback Second Lien Notes”), which shall contain economic terms consistent with those set forth in Annex 2 hereto; and
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Credit Agreement Claims. The DIP Facility shall provide for the repayment of all outstanding amounts due and payable under the Credit Agreement, and accordingly, there shall be no claims arising under the Credit Agreement.
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Credit Agreement Claims. Except to the extent that a Holder of an Allowed Credit Agreement Claim agrees to less favorable treatment, on the Effective Date, in full and final satisfaction, compromise, settlement, release, and discharge of and in exchange for each Allowed Credit Agreement Claim, each Holder thereof shall receive its Pro Rata share of and interest in: (i) the New Term Loan; and (ii) 89% of the New Sungard AS Equity, subject to dilution on account of the Management Incentive Plan; provided, however, that the Acceleration Makewhole Premium Settlement Amount, which otherwise would have been distributable to the Holders of Allowed 2022 Term Loan Claims shall instead be distributed Pro Rata to the Holders of Notes Claims in accordance with Section 3.2(d) of the Plan.2 Letters of credit outstanding under the Credit Agreement, to the extent undrawn, shall be terminated, cash collateralized, or backstopped in a manner satisfactory to the Credit Agreement Agent on or prior to the Effective Date. Impaired; entitled to vote
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Credit Agreement Claims. All allowed First Lien Credit Agreement Claims shall be Reinstated at existing rates and maturities. Unimpaired; not entitled to vote First Lien Notes Claims All allowed First Lien Notes Claims shall be Reinstated at existing rates and maturities. Unimpaired; not entitled to vote Second Lien Notes Claims All allowed Second Lien Notes Claims shall be Reinstated at existing rates and maturities. Unimpaired; not entitled to vote
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Related to Credit Agreement Claims

  • Credit Agreements Schedule II is a complete and correct list, as of the date of this Agreement, of each credit agreement, loan agreement, indenture, purchase agreement, guarantee or other arrangement providing for or otherwise relating to any Indebtedness or any extension of credit (or commitment for any extension of credit) to, or guarantee by, the Company or any of its Material Subsidiaries the aggregate principal or face amount of which equals or exceeds (or may equal or exceed) $150,000,000 and the aggregate principal or face amount outstanding or which may become outstanding under each such arrangement is correctly described in Schedule II.

  • Credit Agreement; Loan Documents This Agreement or counterparts hereof shall have been duly executed by, and delivered to, Borrowers, each other Credit Party, Agent and Lenders; and Agent shall have received such documents, instruments, agreements and legal opinions as Agent shall reasonably request in connection with the transactions contemplated by this Agreement and the other Loan Documents, including all those listed in the Closing Checklist attached hereto as Annex D, each in form and substance reasonably satisfactory to Agent.

  • Credit Agreement and Notes This Agreement and the Notes executed by each party thereto;

  • Existing Credit Agreement On the date of this Agreement, the Existing Credit Agreement shall be amended and restated in its entirety by this Agreement, and the Existing Credit Agreement shall be replaced hereby; provided that the Borrower, the Administrative Agent and the Lenders agree that on the date of the initial funding of Loans hereunder, the loans and other Indebtedness of the Borrower under the Existing Credit Agreement shall be renewed, rearranged, modified and extended with the proceeds of the initial funding and the “Commitments” of the lenders under the Existing Credit Agreement shall be superseded by this Agreement and terminated. This Agreement is not in any way intended to constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any portion of such obligations and liabilities. The terms and conditions of this Agreement and the Administrative Agent’s, the Lenders’ and the Issuing Banks’ rights and remedies under this Agreement and the other Loan Documents shall apply to all of the Indebtedness incurred under the Existing Credit Agreement and in respect of the Existing Letters of Credit. The undersigned hereby waive (i) any right to receive any notice of such termination, (ii) any right to receive any notice of prepayment of amounts owed under the Existing Credit Agreement, and (iii) any right to receive compensation under Section 5.02 of the Existing Credit Agreement in respect of Eurodollar Loans outstanding under the Existing Credit Agreement resulting from such rearrangement. Each Lender that was a party to the Existing Credit Agreement hereby agrees to return to the Borrower, with reasonable promptness, any promissory note delivered by the Borrower to such Lender in connection with the Existing Credit Agreement.

  • to Credit Agreement COLLATERAL REPORTS Borrower shall deliver or cause to be delivered the following:

  • Credit Agreement Governs Except as set forth in this Agreement, the New Term Loans shall otherwise be subject to the provisions of the Credit Agreement and the other Credit Documents.

  • Credit Agreement (a) Capitalized terms used in this Agreement and not otherwise defined herein have the respective meanings assigned thereto in the Credit Agreement. All terms defined in the New York UCC (as defined herein) and not defined in this Agreement have the meanings specified therein. The term “instrument” shall have the meaning specified in Article 9 of the New York UCC. (b) The rules of construction specified in Section 1.02 of the Credit Agreement also apply to this Agreement.

  • Credit Agreement Amendments The Credit Agreement is hereby amended as follows:

  • The Credit Agreement The Notes executed by the Borrower and delivered on the date hereof. The documents described in the foregoing clauses (a) and (b) are collectively referred to herein as the “Opinion Documents.” We have also reviewed originals or copies of such other agreements and documents as we have deemed necessary as a basis for the opinion expressed below. In our review of the Opinion Documents and other documents, we have assumed:

  • Execution of Credit Agreement; Loan Documents The Administrative Agent shall have received (i) counterparts of this Agreement, executed by a Responsible Officer of each Loan Party and a duly authorized officer of each Lender, (ii) for the account of each Lender requesting a Note, a Note executed by a Responsible Officer of the Borrower, (iii) counterparts of the Security Agreement and each other Collateral Document, executed by a Responsible Officer of the applicable Loan Parties and a duly authorized officer of each other Person party thereto, as applicable and (iv) counterparts of any other Loan Document, executed by a Responsible Officer of the applicable Loan Party and a duly authorized officer of each other Person party thereto.

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