Common use of Debt obligations Clause in Contracts

Debt obligations. (a) Immediately after the Closing, the Indebtedness Assumed shall continue to be an issued and outstanding obligation of the Surviving Entity. At the closing of the SPAC Merger, or in connection with the IPO closing, as the case may be, Holdings agrees to cause all amounts due on the Indebtedness Assumed to be paid in full at such closing and, in connection therewith, take all necessary steps to secure the agreement of the holders of those certain obligations to release all of the liens and security interests upon the assets of the Target Company. (b) Pursuant to the Indebtedness Unassumed Conversion (Secured), and at least ten (10) Business Days before the Closing, all holders of Indebtedness Unassumed (Secured), as evidenced by those debt obligations set forth on Section 5.6(b) of the Disclosure Schedules, shall exchange such obligations for newly-issued Target Company Series G Preferred Stock (“Series G Preferred”). Prior to the effective time of the Indebtedness Unassumed Conversion (Secured), Target Company shall amend Target Company Organizational Documents to authorize the Series G Preferred. (c) Pursuant to the Indebtedness Unassumed Conversion (Unsecured), and at least ten (10) Business Days before the Closing, all holders of Indebtedness Unassumed (Unsecured), as evidenced by those debt obligations set forth on Section 5.6(c) of the Disclosure Schedules, shall exchange such obligations for newly-issued Target Company Series F Preferred Stock (“Series F Preferred”). Prior to the effective time of the Indebtedness Unassumed Conversion (Unsecured), Target Company shall amend Target Company Organizational Documents to authorize the Series F Preferred. (d) From the date hereof until the Closing, Target Company shall be permitted to incur Indebtedness for operating expenses.

Appears in 4 contracts

Sources: Agreement and Plan of Merger (AIRO Group Holdings, Inc.), Agreement and Plan of Merger (AIRO Group Holdings, Inc.), Agreement and Plan of Merger (AIRO Group Holdings, Inc.)