Debtors’ Stipulations. Without prejudice to the rights of any other party (but subject to the limitations thereon contained in paragraph 29 below) the Debtors admit, stipulate, and agree to the following (collectively, the “Debtor Stipulations”):
(a) The Prepetition Linn Credit Agreement
(i) Linn Energy, LLC as borrower, the guarantors party thereto, the lenders party thereto (the “Prepetition First Xxxx Xxxx Lenders”), the Administrative Agents, and other agents party thereto (collectively, the “Prepetition First Xxxx Xxxx Secured Parties”) are parties to that certain Credit Agreement, dated as of April 25, 2013 (as amended, supplemented or otherwise modified from time to time, the “Prepetition Linn Credit Agreement” and together with all agreements, documents, certificates and instruments delivered or executed from time to time in connection therewith, as amended, restated, amended and restated, supplemented, or otherwise modified from time to time in accordance with the terms thereof, collectively, the “Linn Credit Facility Documentation”). The Prepetition Linn Credit Agreement provides for the making of term and revolving loans to the Borrower as provided therein.
(ii) As of the Petition Date, the borrowings under the Prepetition Linn Credit Agreement consisted of: (A) [$500,000,000] outstanding in term loans and (A) approximately [$3,100,000,000] in revolving loans, plus accrued and unpaid interest, fees, expenses, penalties, premiums, charges and any other obligations incurred in connection therewith, in each case in accordance with the Linn Credit Facility Documentation (collectively, the “Prepetition First Xxxx Xxxx Debt” or “Prepetition First Xxxx Xxxx Obligations”).
(iii) The Prepetition First Xxxx Xxxx Debt is secured by certain of the oil and gas properties and certain other assets of the Linn Debtors on which the Linn Debtors granted to the Prepetition First Xxxx Xxxx Secured Parties, valid, binding, perfected, first-priority liens and security interests (the “Prepetition First Priority Linn Liens”) pursuant to, and to the extent set forth in, the documentation governing the Linn Credit Facility, subject to customary limitations as set forth in the Linn Credit Facility Documentation (collectively, the “Prepetition Linn Collateral”).
(iv) The Prepetition First Xxxx Xxxx Obligations constitute legal, valid, binding non-avoidable obligations of the Linn Debtors, except as subject to the stay of enforcement arising under section 362 of the Bankruptcy Code. The Prepetiti...
Debtors’ Stipulations. Without prejudice to the rights of any other party (but subject to the limitations thereon contained in paragraph 13 of this Interim Order), the Debtors admit, stipulate and agree that:
(i) Pursuant to the terms of that certain Indenture, dated February 18, 2011, by and among BRT Escrow Corporation SpA, as initial temporary issuer, the Trustee and the Collateral Trustees (as amended by that (a) First Supplemental Indenture, dated as of February 28, 2011 to be by and among Alsacia, as issuer, and Express xx Xxxxxxxx Uno S.A. (“Express”), Inversiones Eco Uno S.A. (“Eco Uno”) and Panamerican Investments Ltd. (“Panamerican”) as guarantors (collectively, the “Guarantors”), the Trustee and the Collateral Trustees, (b) Second Supplemental Indenture, dated as of December 16, 2011, and (c) the waivers granted pursuant to the Amended and Restated Consent Solicitation Statement, dated September 25, 2013, as supplemented on October 3, October 10 and October 14, 2013, and as further amended to date, and as it may hereafter be amended, supplemented or modified from time to time, the “Senior aggregate original principal amount of U.S.$464,000,000 (the “Senior Secured Notes”, and a holder of any of the Senior Secured Notes, a “Senior Secured Noteholder”).3 3 For the avoidance of doubt, all references herein to Senior Secured Noteholders shall include the Consenting Senior Secured Noteholders and the Requisite Consenting Senior Secured Noteholders (as defined
(ii) Under the terms of the Senior Secured Notes Indenture, Alsacia’s obligations under the Senior Secured Notes are jointly and severally and unconditionally and irrevocably guaranteed by the Guarantors (the “Guarantees”).
(iii) Pursuant to the terms of that certain Contrato de Aperatura de Crédito (Loan Agreement), dated February 11, 2011, by and among Banco Internacional (“BI”), BRT Escrow Corporation SpA as initial borrower, Alsacia as successor borrower, Panamerican (Chile Branch) as guarantor and Inversiones Xxxxxx SpA (a wholly-owned subsidiary of Alsacia, “Xxxxxx”) as guarantor (the “Bus Terminal Loan”), BI agreed to extend a loan to Alsacia in an aggregate principal amount of U.S.$ 12,500,000 (the “Bus Terminal Loan”). Alsacia’s obligations under the Bus Terminal Loan are guaranteed by the Guarantors and Xxxxxx and are secured by a first priority security interest on the Huechuraba terminal and on Lorena’s capital stock (the “Bus Terminal Lien”).
(iv) To secure the Debtors’ obligations under the Senior Secure...
Debtors’ Stipulations. In requesting the DIP Facilities, and in exchange for and as a material inducement to the DIP Lenders for their commitments to provide the respective DIP Facilities, and in exchange for and in recognition of the priming of the Prepetition Senior Liens, the Prepetition FLLO Liens and the Prepetition Second Liens (each as defined below), subject to paragraph 29 hereof, the Debtors hereby admit, stipulate, acknowledge and agree that: __________ 3 Where appropriate in this Interim Order, findings of fact shall be construed as conclusions of law and vice versa pursuant to Bankruptcy Rule 7052, made applicable to this proceeding pursuant to Bankruptcy Rule 9014.
Debtors’ Stipulations. The Debtors’ Stipulations, as set forth in Paragraph 3 of that Final Order (I) Authorizing Debtors (A) To Obtain Post-Petition Financing Pursuant to 11 U.S.C. §§ 105, 361, 362, 364(c)(1), 364(c)(2), 364(c)(3), 364(d)(1) and 364(e) and (II) Granting Additional Adequate Protection to Pre-Petition Secured Parties Pursuant to 11 U.S.C. §§ 361, 362, 363 and 364 [Docket No. 375] (the “Existing DIP Order”), remain in full force and effect (for the avoidance of doubt, subject to, with respect to the Pre-Petition Second Lien Obligations and the Junior DIP Term Loans, paragraph 25 below). For the avoidance of doubt, solely with respect to the Pre-Petition First Lien Obligations, the Challenge Period (as defined in the Existing DIP Order) has expired.
Debtors’ Stipulations. After consultation with their attorneys and financial advisors, and without prejudice to the rights of the Debtors’ estates or any other party in interest (but subject to the limitations thereon contained in paragraph 18 below), the Debtors admit, stipulate, and agree that:
Debtors’ Stipulations. Subject to the rights of any Committee or other parties-in-interest as and to the extent set forth in Paragraph 25 below (which rights are subject to any other applicable limitations set forth in this Interim Order), the Debtors and their non-debtor subsidiaries (the “Non-Debtor Subsidiaries” and together with the Debtors, the “Molycorp Entities”) acknowledge, admit, represent, stipulate and agree that:
Debtors’ Stipulations. Without prejudice to the rights of any other party (but subject to the limitations thereon contained in paragraphs 19 and 26 below), the Debtor admits, stipulates and agrees that:
Debtors’ Stipulations. Without prejudice to the rights of parties in interest, other than the Debtors, but subject to the limitations thereon contained in Paragraphs 16 and 25 of this Interim Order, the Debtors admit, stipulate and agree as follows (Paragraphs 6(a) through 6(f) below are collectively referred to herein as the “Debtors’ Stipulations”):
Debtors’ Stipulations. Subject only to the limitations contained in paragraph 19 hereof, and after consultation with their attorneys and financial advisors, the Debtors admit, stipulate and agree that:
Debtors’ Stipulations. After consultation with their counsel, the Debtors admit, stipulate, acknowledge and agree that:
