Common use of Creditor Default Clause in Contracts

Creditor Default. An act or omission by a holder of a Claim or an Interest in contravention of the provisions of this Plan shall be deemed an event of default under this Plan. Upon an event of default, the Reorganized Debtors may seek to hold the defaulting party in contempt of the Confirmation Order and shall be entitled to reasonable attorneys’ fees and costs of the Reorganized Debtors in remedying such default. Upon the finding of such a default by a creditor, the Bankruptcy Court may: (a) designate a party to appear, sign and/or accept the documents required under the Plan on behalf of the defaulting party, in accordance with Bankruptcy Rule 7070; (b) enforce the Plan by order of specific performance; (c) award judgment against such defaulting creditor in favor of the Reorganized Debtor in an amount, including interest, to compensate the Reorganized Debtors for the damages caused by such default; and (d) make such other order as may be equitable that does not materially alter the terms of the Plan. Dated: May 14, 2020 ULTRA PETROLEUM CORP. on behalf of itself and all other Debtors /s/ Xxxxx X. Xxxxxxxxxx Xxxxx X. Xxxxxxxxxx SVP and Chief Financial Officer Exhibit C Provision for Transfer Agreement The undersigned (“Transferee”) hereby acknowledges that it has read and understands the Restructuring Support Agreement, dated as of __________ (the “Agreement”),1 by and among Ultra Petroleum Corp. and its affiliates and subsidiaries bound thereto and the Consenting Creditor Parties, including the transferor to the Transferee of any Company Claims/Interests (each such transferor, a “Transferor”), and agrees to be bound by the terms and conditions thereof to the extent the Transferor was thereby bound, and shall be deemed a “Consenting [Term Lender] [RBL Lender] [Noteholder]” and a “Consenting Creditor Party” under the terms of the Agreement. The Transferee specifically agrees to be bound by the terms and conditions of the Agreement and makes all representations and warranties contained therein as of the date of the Transfer, including the agreement to be bound by the vote of the Transferor if such vote was cast before the effectiveness of the Transfer discussed herein. Date Executed: Name: Title: Address: E-mail address(es): Aggregate Amounts Beneficially Owned or Managed on Account of: RBL Loans Term Loans Second Lien Notes Unsecured Notes Other Company Party Claims Equity Interests 1 Capitalized terms used but not otherwise defined herein shall having the meanings ascribed to such terms in the Agreement. Exhibit D Exit RBL Commitment Letter BANK OF MONTREAL 000 XXXXXXXXX XX., XXXXX 0000 XXXXXXX, XX 00000 BMO CAPITAL MARKETS 0 XXXXX XXXXXX XXX XXXX, XX 00000 BARCLAYS BANK PLC 000 XXXXXXX XXXXXX XXX XXXX, XX 00000 XXXXXXX SACHS BANK USA 000 XXXX XXXXXX XXX XXXX, XX 00000 XXXXXXX XXXXXXX BANK 00 XXXX X-00 XXXXXXX XXXX XXXXX XXXXXX, XX 00000 XXXXXXX ONE, NATIONAL ASSOCIATION 0000 XXXXXXXXX XXXXXX, XXXXX 0000 XXXXXXX, XX 00000 FIFTH THIRD BANK, NATIONAL ASSOCIATION 000 X. XXXXXXXXX XXXXX XXXXXXX, XX 00000 CIT BANK, N.A. 00 XXXX 00XX XXXXXX XXX XXXX, XX 00000 May 14, 2020 Ultra Resources, Inc. 000 Xxxxxxxxx Xxxxx Xxxx, Xxxxx 000 Xxxxxxxxx, XX 00000 Attention: Xxxxx Xxxxxxxxxx, SVP and Chief Financial Officer Ultra Resources, Inc. $60.0 Million Senior Secured Exit Revolving Credit Facility Commitment Letter Ladies and Gentlemen: Bank of Montreal (“BMO Bank”), BMO Capital Markets (“BMOCM” and, together with BMO Bank, “BMO”), Barclays Bank PLC (“Barclays”), Xxxxxxx Xxxxx Bank USA (“Goldman”), Capital One, National Association (“CONA”), Xxxxxxx Xxxxxxx Bank (“Whitney”), Fifth Third Bank, National Association (“Fifth Third”) and CIT Bank, N.A. (“CIT, and together with BMO, Barclays, Goldman, CONA, Whitney and Fifth Third, the “Commitment Parties”, “we” or “us”) understand that Ultra Resources, Inc., a Delaware corporation (“you” or the “Borrower”), Ultra Petroleum Corp. and UP Energy Corporation (collectively, the “Parent Entities”) and certain of the Borrower’s subsidiaries (together with the Borrower and the Parent Entities, the “Debtors”) are considering filing voluntary petitions to commence cases (the “Chapter 11 Cases”) under title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”) in order to implement a restructuring of the Debtors pursuant to the prearranged or prepackaged plan of reorganization substantially in the form attached hereto as Exhibit A (the “Approved Plan”). Reference is made in this letter to (a) that certain Credit Agreement, dated as of April 12, 2017 (as amended, amended and restated, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement”), among the Borrower, the Parent Entities, as parent guarantors, BMO Bank, as administrative agent and the lenders from time to time party thereto (the “Existing RBL Lenders”) and (b) the Restructuring Support Agreement, dated as of May 14, 2020 (as amended, amended and restated, supplemented or otherwise modified in accordance with its terms, the “RSA”), among the Debtors, the Existing RBL Lenders and the other Consenting Creditor Parties referenced therein. In connection therewith, the Borrower has requested that (a) we structure, arrange and syndicate a senior secured reserve-based exit revolving credit facility in an aggregate principal amount of $60.0 million (the “Exit Facility”), with an initial borrowing base of $100.0 million (the “Initial Borrowing Base”) and otherwise on the terms and conditions set forth on Exhibit B attached hereto (the “Exit Facility Term Sheet”), (b) the Commitment Parties commit to provide the Exit Facility as set forth herein and (c) BMO Bank serve as sole administrative agent for the Exit Facility. This letter, Exhibit A attached hereto, the Exit Facility Term Sheet and Exhibit C attached hereto, are hereinafter referred to as the “Commitment Letter”. Capitalized terms used in this letter but not defined herein shall have the meanings given to them in the Exhibits attached hereto. The transactions contemplated by this Commitment Letter shall be hereinafter referred to as the “Transactions”.

Appears in 1 contract

Samples: Restructuring Support Agreement (Ultra Petroleum Corp)

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Creditor Default. An act or omission by a holder Holder of a Claim or an Interest (other than the Consenting Creditors or DIP Lenders) in contravention of the provisions of this Prepackaged Plan shall be deemed an event of default under this Prepackaged Plan. Upon an event of default, the Reorganized Debtors may seek to hold the defaulting party in contempt of the Confirmation Order and shall be entitled to reasonable attorneys’ fees and costs of the Reorganized Debtors in remedying such default. Upon the finding of such a default by a creditor, the Bankruptcy Court may: (a) designate a party to appear, sign and/or accept the documents required under the Prepackaged Plan on behalf of the defaulting party, in accordance with Bankruptcy Rule 7070; (b) enforce the Prepackaged Plan by order of specific performance; (c) award judgment against such defaulting creditor in favor of the Reorganized Debtor in an amount, including interest, to compensate the Reorganized Debtors for the damages caused by such default; and (d) make such other order as may be equitable that does not materially alter the terms of the Prepackaged Plan. Dated: May 14April 2, 2020 ULTRA PETROLEUM CORP2024 VIEW, INC. on behalf VIEW OPERATING CORPORATION IOTIUM, INC. /s/ Xxx Xxxxxxx Xx. Xxx Xxxxxxx, Director Authorized Signatory Exhibit A Restructuring Support Agreement EXHIBIT C Form of itself and all other Debtors /s/ Xxxxx X. Xxxxxxxxxx Xxxxx X. Xxxxxxxxxx SVP and Chief Financial Officer Exhibit C Provision for Transfer Joinder Agreement The undersigned (“TransfereeJoinder Party”) hereby acknowledges that it has read and understands the Restructuring Support Agreement, dated as of __________ April 2, 2024 (as amended, supplemented, amended and restated, or otherwise modified from time to time, the “Agreement”),1 by and among Ultra Petroleum Corp. View, Inc. and its affiliates and subsidiaries bound thereto and the Consenting Creditor Parties, including the transferor to the Transferee of any Company Claims/Interests (each such transferor, a “Transferor”), and agrees to be bound by the terms and conditions thereof to the extent the Transferor was thereby bound, and shall be deemed a “Consenting [Term Lender] [RBL Lender] [Noteholder]” and a “Consenting Creditor Party” under the terms of the Agreement. The Transferee specifically agrees to be bound by the terms and conditions of the Agreement and makes all representations and warranties contained therein as of the date of the Transfer, including the agreement to be bound by the vote of the Transferor if such vote was cast before the effectiveness of the Transfer discussed herein. Date Executed: Name: Title: Address: E-mail address(es): Aggregate Amounts Beneficially Owned or Managed on Account of: RBL Loans Term Loans Second Lien Notes Unsecured Notes Other Company Party Claims Equity Interests 1 Capitalized terms used but not otherwise defined herein shall having the meanings ascribed to such terms in the Agreement. Exhibit D Exit RBL Commitment Letter BANK OF MONTREAL 000 XXXXXXXXX XXCreditors thereunder., XXXXX 0000 XXXXXXX, XX 00000 BMO CAPITAL MARKETS 0 XXXXX XXXXXX XXX XXXX, XX 00000 BARCLAYS BANK PLC 000 XXXXXXX XXXXXX XXX XXXX, XX 00000 XXXXXXX SACHS BANK USA 000 XXXX XXXXXX XXX XXXX, XX 00000 XXXXXXX XXXXXXX BANK 00 XXXX X-00 XXXXXXX XXXX XXXXX XXXXXX, XX 00000 XXXXXXX ONE, NATIONAL ASSOCIATION 0000 XXXXXXXXX XXXXXX, XXXXX 0000 XXXXXXX, XX 00000 FIFTH THIRD BANK, NATIONAL ASSOCIATION 000 X. XXXXXXXXX XXXXX XXXXXXX, XX 00000 CIT BANK, N.A. 00 XXXX 00XX XXXXXX XXX XXXX, XX 00000 May 14, 2020 Ultra Resources, Inc. 000 Xxxxxxxxx Xxxxx Xxxx, Xxxxx 000 Xxxxxxxxx, XX 00000 Attention: Xxxxx Xxxxxxxxxx, SVP and Chief Financial Officer Ultra Resources, Inc. $60.0 Million Senior Secured Exit Revolving Credit Facility Commitment Letter Ladies and Gentlemen: Bank of Montreal (“BMO Bank”), BMO Capital Markets (“BMOCM” and, together with BMO Bank, “BMO”), Barclays Bank PLC (“Barclays”), Xxxxxxx Xxxxx Bank USA (“Goldman”), Capital One, National Association (“CONA”), Xxxxxxx Xxxxxxx Bank (“Whitney”), Fifth Third Bank, National Association (“Fifth Third”) and CIT Bank, N.A. (“CIT, and together with BMO, Barclays, Goldman, CONA, Whitney and Fifth Third, the “Commitment Parties”, “we” or “us”) understand that Ultra Resources, Inc., a Delaware corporation (“you” or the “Borrower”), Ultra Petroleum Corp. and UP Energy Corporation (collectively, the “Parent Entities”) and certain of the Borrower’s subsidiaries (together with the Borrower and the Parent Entities, the “Debtors”) are considering filing voluntary petitions to commence cases (the “Chapter 11 Cases”) under title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”) in order to implement a restructuring of the Debtors pursuant to the prearranged or prepackaged plan of reorganization substantially in the form attached hereto as Exhibit A (the “Approved Plan”). Reference is made in this letter to (a) that certain Credit Agreement, dated as of April 12, 2017 (as amended, amended and restated, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement”), among the Borrower, the Parent Entities, as parent guarantors, BMO Bank, as administrative agent and the lenders from time to time party thereto (the “Existing RBL Lenders”) and (b) the Restructuring Support Agreement, dated as of May 14, 2020 (as amended, amended and restated, supplemented or otherwise modified in accordance with its terms, the “RSA”), among the Debtors, the Existing RBL Lenders and the other Consenting Creditor Parties referenced therein. In connection therewith, the Borrower has requested that (a) we structure, arrange and syndicate a senior secured reserve-based exit revolving credit facility in an aggregate principal amount of $60.0 million (the “Exit Facility”), with an initial borrowing base of $100.0 million (the “Initial Borrowing Base”) and otherwise on the terms and conditions set forth on Exhibit B attached hereto (the “Exit Facility Term Sheet”), (b) the Commitment Parties commit to provide the Exit Facility as set forth herein and (c) BMO Bank serve as sole administrative agent for the Exit Facility. This letter, Exhibit A attached hereto, the Exit Facility Term Sheet and Exhibit C attached hereto, are hereinafter referred to as the “Commitment Letter”. Capitalized terms used in this letter but not defined herein shall have the meanings given to them in the Exhibits attached hereto. The transactions contemplated by this Commitment Letter shall be hereinafter referred to as the “Transactions”.

Appears in 1 contract

Samples: Restructuring Support Agreement (View, Inc.)

Creditor Default. An act or omission by a holder Holder of a Claim or an Interest in contravention of the provisions of this Plan shall be deemed an event of default under this Plan. Upon an event of default, the Reorganized Debtors may seek to hold the defaulting party in contempt of the Confirmation Combined Order and shall may be entitled to reasonable attorneys’ fees and costs of the Reorganized Debtors in remedying such default. Upon the finding of such a default by a creditorHolder of a Claim or Interest, the Bankruptcy Court may: (ai) designate a party to appear, sign sign, and/or accept the documents required under the Plan on behalf of the defaulting party, in accordance with Bankruptcy Rule 7070; (bii) enforce the this Plan by order of specific performance; (ciii) award judgment against such defaulting creditor Holder of a Claim or Interest in favor of the Reorganized Debtor Debtors in an amount, including interest, to compensate the Reorganized Debtors for the damages caused by such default; and (div) make such other order as may be equitable that does not materially alter the terms of the Plan. Dated: May 14March [22], 2020 ULTRA PETROLEUM 2024 CURO GROUP HOLDINGS CORP. on behalf of itself and all other Debtors /s/ Xxxxx X. Xxxxxxxxxx Xxxxx X. Xxxxxxxxxx SVP and Chief Financial Officer Exhibit C Provision for Transfer Agreement The undersigned (“Transferee”) hereby acknowledges that it has read and understands the Restructuring Support Agreement, dated as of By: /s/___________________________________ Name: Xxxxxxx Xxxxx Title: Chief Executive Officer EXHIBIT C DIP Facility Term Sheet Final Version CURO Group Holdings Corp. $70 Million Superpriority Senior Secured Debtor-in-Possession Credit Facility Term Sheet The terms set forth in this Summary of Principal Terms and Conditions (the “Agreement”),1 by DIP Term Sheet”) are being provided on a confidential basis as part of a comprehensive proposal, each element of which is consideration for the other elements and among Ultra Petroleum Corp. and its affiliates and subsidiaries bound thereto and the Consenting Creditor Parties, including the transferor to the Transferee of any Company Claims/Interests (each such transferor, a “Transferor”), and agrees to be bound by the terms and conditions thereof to the extent the Transferor was thereby bound, and shall be deemed a “Consenting [Term Lender] [RBL Lender] [Noteholder]” and a “Consenting Creditor Party” under the terms an integral aspect of the Agreementproposed DIP Facility (as defined below). The Transferee specifically agrees to be bound by the terms and conditions of the Agreement and makes all representations and warranties contained therein as of the date of the Transfer, including the agreement to be bound by the vote of the Transferor if such vote was cast before the effectiveness of the Transfer discussed herein. Date Executed: Name: Title: Address: E-mail address(es): Aggregate Amounts Beneficially Owned or Managed on Account of: RBL Loans Term Loans Second Lien Notes Unsecured Notes Other Company Party Claims Equity Interests 1 Capitalized terms used but not otherwise defined herein shall having have the meanings ascribed to such terms in the Agreement. Exhibit D Exit RBL Commitment Letter BANK OF MONTREAL 000 XXXXXXXXX XX., XXXXX 0000 XXXXXXX, XX 00000 BMO CAPITAL MARKETS 0 XXXXX XXXXXX XXX XXXX, XX 00000 BARCLAYS BANK PLC 000 XXXXXXX XXXXXX XXX XXXX, XX 00000 XXXXXXX SACHS BANK USA 000 XXXX XXXXXX XXX XXXX, XX 00000 XXXXXXX XXXXXXX BANK 00 XXXX X-00 XXXXXXX XXXX XXXXX XXXXXX, XX 00000 XXXXXXX ONE, NATIONAL ASSOCIATION 0000 XXXXXXXXX XXXXXX, XXXXX 0000 XXXXXXX, XX 00000 FIFTH THIRD BANK, NATIONAL ASSOCIATION 000 X. XXXXXXXXX XXXXX XXXXXXX, XX 00000 CIT BANK, N.A. 00 XXXX 00XX XXXXXX XXX XXXX, XX 00000 May 14, 2020 Ultra Resources, Inc. 000 Xxxxxxxxx Xxxxx Xxxx, Xxxxx 000 Xxxxxxxxx, XX 00000 Attention: Xxxxx Xxxxxxxxxx, SVP and Chief Financial Officer Ultra Resources, Inc. $60.0 Million Senior Secured Exit Revolving Credit Facility Commitment Letter Ladies and Gentlemen: Bank of Montreal (“BMO Bank”), BMO Capital Markets (“BMOCM” and, together with BMO Bank, “BMO”), Barclays Bank PLC (“Barclays”), Xxxxxxx Xxxxx Bank USA (“Goldman”), Capital One, National Association (“CONA”), Xxxxxxx Xxxxxxx Bank (“Whitney”), Fifth Third Bank, National Association (“Fifth Third”) and CIT Bank, N.A. (“CIT, and together with BMO, Barclays, Goldman, CONA, Whitney and Fifth Third, the “Commitment Parties”, “we” or “us”) understand that Ultra Resources, Inc., a Delaware corporation (“you” or the “Borrower”), Ultra Petroleum Corp. and UP Energy Corporation (collectively, the “Parent Entities”) and certain of the Borrower’s subsidiaries (together with the Borrower and the Parent Entities, the “Debtors”) are considering filing voluntary petitions to commence cases (the “Chapter 11 Cases”) under title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”) in order to implement a restructuring of the Debtors pursuant to the prearranged or prepackaged plan of reorganization substantially in the form attached hereto as Exhibit A (the “Approved Plan”). Reference is made in this letter to (a) that certain Credit Agreement, dated as of April 12, 2017 (as amended, amended and restated, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement”), among the Borrower, the Parent Entities, as parent guarantors, BMO Bank, as administrative agent and the lenders from time to time party thereto (the “Existing RBL Lenders”) and (b) the Restructuring Support Agreement, dated as of May 14, 2020 Agreement (as amended, amended and restated, supplemented or otherwise modified in accordance with its terms, the “RSA”), among the Debtors) to which this DIP Term Sheet is attached as Exhibit C, the Existing RBL Lenders and the other Consenting Creditor Parties referenced therein. In connection therewith, the Borrower has requested that Interim DIP Order (a) we structure, arrange and syndicate a senior secured reserve-based exit revolving credit facility as defined in an aggregate principal amount of $60.0 million (the “Exit Facility”), with an initial borrowing base of $100.0 million (the “Initial Borrowing Base”) and otherwise on the terms and conditions set forth on Exhibit B Schedule A attached hereto (the “Exit Facility to this DIP Term Sheet”), (b) the Commitment Parties commit to provide the Exit Facility attached as set forth herein and (c) BMO Bank serve as sole administrative agent for the Exit Facility. This letter, Exhibit A attached hereto, the Exit Facility to this DIP Term Sheet and Exhibit C attached hereto, are hereinafter referred to or the Plan (as the “Commitment Letter”. Capitalized terms used in this letter but not defined herein shall have the meanings given to them in the Exhibits RSA) attached hereto. The transactions contemplated by this Commitment Letter shall be hereinafter referred to the RSA as the “Transactions”.Exhibit B.

Appears in 1 contract

Samples: Intercreditor Agreement (CURO Group Holdings Corp.)

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Creditor Default. An act or omission by a holder Holder of a Claim or an Interest in contravention of the provisions of this Prepackaged Plan shall be deemed an event of default under this Prepackaged Plan. Upon an event of default, the Reorganized Debtors or Post-Effective Date Debtors may seek to hold the defaulting party in contempt of the Confirmation Order and shall be entitled to reasonable attorneys’ fees and costs of the Reorganized Debtors or Post-Effective Date Debtors in remedying such default. Upon the finding of such a default by a creditor, the Bankruptcy Court may: (a) designate a party to appear, sign and/or accept the documents required under the Prepackaged Plan on behalf of the defaulting party, in accordance with Bankruptcy Rule 7070; (b) enforce the Prepackaged Plan by order of specific performance; (c) award judgment against such defaulting creditor in favor of the Reorganized Debtor or Post-Effective Date Debtor in an amount, including interest, to compensate the Reorganized Debtors or Post-Effective Date Debtors for the damages caused by such default; and (d) make such other order as may be equitable that does not materially alter the terms of the Prepackaged Plan. Dated: May 14October 20, 2020 ULTRA PETROLEUM 2023 DEBTORS AKUMIN INC. ADVANCED DIAGNOSTIC GROUP, LLC ADVANCED DIAGNOSTIC RESOURCES, LLC AFFILIATED PET SYSTEMS, L.L.C. AFO IMAGING, INC. AKUMIN FL, LLC AKUMIN FLORIDA HOLDINGS, LLC AKUMIN HEALTH ILLINOIS, LLC AKUMIN HOLDINGS CORP. on behalf AKUMIN OPERATING CORP. ALLIANCE IMAGING NC, LLC ALLIANCE ONCOLOGY OF ARIZONA, LLC ALLIANCE RADIOSURGERY, LLC DECATUR HEALTH IMAGING, L.L.C. DIAGNOSTIC HEALTH CENTER OF ANCHORAGE, LLC GREATER BOSTON MRI LIMITED PARTNERSHIP GREATER BOSTON MRI SERVICES, LLC IMAGING CENTER OF WEST PALM BEACH, LLC INMED DIAGNOSTIC SERVICES OF MA, LLC LCM IMAGING, INC. MEDICAL DIAGNOSTICS, LLC MEDICAL OUTSOURCING SERVICES, LLC MID-AMERICAN IMAGING, INC. MONROE PET, LLC MUSC HEALTH CANCER CARE ORGANIZATION, LLC NEHE/WSIC II, LLC NEHE-MRI, LLC NEOSPINE BLOCKER CORP. NEW ENGLAND HEALTH ENTERPRISES BUSINESS TRUST NEW ENGLAND HEALTH IMAGING—HOULTON, LLC NEW ENGLAND MOLECULAR IMAGING LLC PET SCANS OF AMERICA CORP. PMI PARTNERS, LLC PREFERRED IMAGING AT CASA XXXXX PLAZA, LLC PREFERRED IMAGING AT THE MEDICAL CENTER, LLC PREFERRED IMAGING HEB, LLC PREFERRED IMAGING OF AUSTIN, LLC PREFERRED IMAGING OF CORINTH, LLC PREFERRED IMAGING OF XXXXXX, LLC PREFERRED IMAGING OF FORT WORTH, LLC PREFERRED IMAGING OF FRISCO, LLC PREFERRED IMAGING OF GARLAND, LLC PREFERRED IMAGING OF GRAPEVINE/COLLEYVILLE, LLC PREFERRED IMAGING OF IRVING, LLC PREFERRED IMAGING OF MCKINNEY, LLC PREFERRED IMAGING OF MESQUITE, LLC PREFERRED IMAGING OF PLANO, LLC PREFERRED IMAGING ON PLANO PARKWAY, LLC PREFERRED OPEN MRI, LLC ROUND ROCK IMAGING, LLC SHARED P.E.T. IMAGING, LLC SMT HEALTH SERVICES, LLC SYNCMED, LLC THREE RIVERS HOLDING, LLC TIC ACQUISITION HOLDINGS, LLC USR HOLDINGS, LLC VISTA PEM PROVIDERS, LLC WESTERN MASSACHUSETTS MAGNETIC RESONANCE SERVICES, LLC WOODLAND DIAGNOSTIC IMAGING, LLC /s/ Riadh Zine Riadh Zine Authorized Signatory Exhibit A Restructuring Support Agreement EXHIBIT C Form of itself and all other Debtors /s/ Xxxxx X. Xxxxxxxxxx Xxxxx X. Xxxxxxxxxx SVP and Chief Financial Officer Exhibit C Provision for Transfer Joinder Agreement The undersigned (“TransfereeJoinder Party”) hereby acknowledges that it has read and understands the Restructuring Support Agreement, dated as of __________ October 20, 2023 (as amended, supplemented, amended and restated, or otherwise modified from time to time, the “Agreement”),1 by and among Ultra Petroleum Corp. Akumin, Inc. and its affiliates and subsidiaries bound thereto and the Consenting Creditor Parties, including the transferor to the Transferee of any Company Claims/Interests (each such transferor, a “Transferor”), and agrees to be bound by the terms and conditions thereof to the extent the Transferor was thereby bound, and shall be deemed a “Consenting [Term Lender] [RBL Lender] [Noteholder]” and a “Consenting Creditor Party” under the terms of the Agreement. The Transferee specifically agrees to be bound by the terms and conditions of the Agreement and makes all representations and warranties contained therein as of the date of the Transfer, including the agreement to be bound by the vote of the Transferor if such vote was cast before the effectiveness of the Transfer discussed herein. Date Executed: Name: Title: Address: E-mail address(es): Aggregate Amounts Beneficially Owned or Managed on Account of: RBL Loans Term Loans Second Lien Notes Unsecured Notes Other Company Party Claims Equity Interests 1 Capitalized terms used but not otherwise defined herein shall having the meanings ascribed to such terms in the Agreement. Exhibit D Exit RBL Commitment Letter BANK OF MONTREAL 000 XXXXXXXXX XXStakeholders thereunder., XXXXX 0000 XXXXXXX, XX 00000 BMO CAPITAL MARKETS 0 XXXXX XXXXXX XXX XXXX, XX 00000 BARCLAYS BANK PLC 000 XXXXXXX XXXXXX XXX XXXX, XX 00000 XXXXXXX SACHS BANK USA 000 XXXX XXXXXX XXX XXXX, XX 00000 XXXXXXX XXXXXXX BANK 00 XXXX X-00 XXXXXXX XXXX XXXXX XXXXXX, XX 00000 XXXXXXX ONE, NATIONAL ASSOCIATION 0000 XXXXXXXXX XXXXXX, XXXXX 0000 XXXXXXX, XX 00000 FIFTH THIRD BANK, NATIONAL ASSOCIATION 000 X. XXXXXXXXX XXXXX XXXXXXX, XX 00000 CIT BANK, N.A. 00 XXXX 00XX XXXXXX XXX XXXX, XX 00000 May 14, 2020 Ultra Resources, Inc. 000 Xxxxxxxxx Xxxxx Xxxx, Xxxxx 000 Xxxxxxxxx, XX 00000 Attention: Xxxxx Xxxxxxxxxx, SVP and Chief Financial Officer Ultra Resources, Inc. $60.0 Million Senior Secured Exit Revolving Credit Facility Commitment Letter Ladies and Gentlemen: Bank of Montreal (“BMO Bank”), BMO Capital Markets (“BMOCM” and, together with BMO Bank, “BMO”), Barclays Bank PLC (“Barclays”), Xxxxxxx Xxxxx Bank USA (“Goldman”), Capital One, National Association (“CONA”), Xxxxxxx Xxxxxxx Bank (“Whitney”), Fifth Third Bank, National Association (“Fifth Third”) and CIT Bank, N.A. (“CIT, and together with BMO, Barclays, Goldman, CONA, Whitney and Fifth Third, the “Commitment Parties”, “we” or “us”) understand that Ultra Resources, Inc., a Delaware corporation (“you” or the “Borrower”), Ultra Petroleum Corp. and UP Energy Corporation (collectively, the “Parent Entities”) and certain of the Borrower’s subsidiaries (together with the Borrower and the Parent Entities, the “Debtors”) are considering filing voluntary petitions to commence cases (the “Chapter 11 Cases”) under title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”) in order to implement a restructuring of the Debtors pursuant to the prearranged or prepackaged plan of reorganization substantially in the form attached hereto as Exhibit A (the “Approved Plan”). Reference is made in this letter to (a) that certain Credit Agreement, dated as of April 12, 2017 (as amended, amended and restated, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement”), among the Borrower, the Parent Entities, as parent guarantors, BMO Bank, as administrative agent and the lenders from time to time party thereto (the “Existing RBL Lenders”) and (b) the Restructuring Support Agreement, dated as of May 14, 2020 (as amended, amended and restated, supplemented or otherwise modified in accordance with its terms, the “RSA”), among the Debtors, the Existing RBL Lenders and the other Consenting Creditor Parties referenced therein. In connection therewith, the Borrower has requested that (a) we structure, arrange and syndicate a senior secured reserve-based exit revolving credit facility in an aggregate principal amount of $60.0 million (the “Exit Facility”), with an initial borrowing base of $100.0 million (the “Initial Borrowing Base”) and otherwise on the terms and conditions set forth on Exhibit B attached hereto (the “Exit Facility Term Sheet”), (b) the Commitment Parties commit to provide the Exit Facility as set forth herein and (c) BMO Bank serve as sole administrative agent for the Exit Facility. This letter, Exhibit A attached hereto, the Exit Facility Term Sheet and Exhibit C attached hereto, are hereinafter referred to as the “Commitment Letter”. Capitalized terms used in this letter but not defined herein shall have the meanings given to them in the Exhibits attached hereto. The transactions contemplated by this Commitment Letter shall be hereinafter referred to as the “Transactions”.

Appears in 1 contract

Samples: Contingent Value Rights Agreement (Akumin Inc.)

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