DIP. Collateral All present and after acquired property (whether tangible, intangible, real, personal or mixed) of the Loan Parties, wherever located, including, without limitation, all accounts, all deposit accounts, securities accounts and commodities accounts, inventory, equipment, capital stock in subsidiaries of the Loan Parties, including, for the avoidance of doubt, any equity or other interests in the Loan Parties’ non-Debtor and/or jointly-owned subsidiaries, investment property, instruments, chattel paper, interests in real property (whether owned or leased), contracts, patents, copyrights, trademarks and other general intangibles, and all products and proceeds thereof, subject to customary exclusions and excluding any causes of action under Bankruptcy Code sections 502(d), 544, 545, 547, 548, 549, 550 or 553 or any other avoidance actions under the Bankruptcy Code or applicable non-bankruptcy law but, subject to entry of the Final DIP Order, including the proceeds thereof. The collateral described above is collectively referred to herein as the “DIP Collateral” and the liens on the DIP Collateral securing the DIP Term Facility are referred to herein as the “DIP Term Facility Liens”. For the avoidance of doubt, the DIP Collateral and the collateral securing the Senior DIP Facility shall be identical.
DIP. The Debtor-In-Possession Credit Agreement dated August 8, 2008 among as the borrower and as debtor and debtor-in-possession, SemGroup, L.P., as a guarantor and as debtor and debtor-in-possession, SemOperating G.P., L.L.C., as a guarantor and as debtor and debtor-in-possession, Bank of America, N.A., as administrative agent and L/C issuer, and the other lenders party thereto, Banc of America Securities LLC, as sole lead arranger and sole book manager, as the same may be amended, supplemented or otherwise modified from time to time. Effective Date: The date of the Protocol as written in the first paragraph of this Protocol. Effective Term: The period of time from and including the Effective Date through the date on which the Official Committee of Unsecured Creditors of SemCrude, L.P. and SemGroup mutually agree to terminate the Protocol. Exchange for Physical (EFP): The conversion of a futures position into a physical position by notifying and posting to the exchange a bilateral agreement to do so. Exchange-Traded Futures: Forward contracts traded on an exchange and regulated by the Commodities Futures Trade Commission. Mark-to-Market Exposure: Difference between the fair market value and the current transaction carrying value. Net Position: (i) Petroleum Inventory; (ii) plus post-Effective Date purchases; (iii) less post-Effective Date sales; (iv) less post-Effective Date inventory purchased for pre- Effective Date sales; (v) less post-Effective Date sales for pre-Effective Date inventory, each of (ii) – (v) to the extent not included in Petroleum Inventory. NGLs: Natural gas liquids including ethane, propane, normal butane, isobutene, natural gasoline, and butane. OTC: The trading of commodities, contracts, or other instruments not listed on any exchange. OTC transactions can occur electronically or over the telephone. OTC Financial Fixed for Floating Swap: A financial instrument that settles financially based on the difference between a predetermined price and an index for a given volume. Petroleum Inventory: Any inventory or inventories of crude oil, condensate, natural gas, NGL, refined petroleum products, liquefied petroleum gases, any blend thereof and asphalt products that results from transactions entered into during the Effective Term. For avoidance of doubt, the calculation of Petroleum Inventory excludes inventories received under transactions executed prior to the Effective Date including contracts with automatic renewals and extensions. Physica...
DIP. Collateral Substantially all present and after acquired property (whether tangible, intangible, real, personal or mixed) of the Loan Parties, wherever located, including, without limitation, all accounts, deposit accounts, inventory, equipment, capital stock in subsidiaries of the Loan Parties, including, for the avoidance of doubt, any equity or other interests owned by the Loan Parties in the Loan Parties’ non-Debtor and/or jointly-owned subsidiaries (other than XX Xxxxx, LLC), with limitations on the pledge of equity or other interests in foreign subsidiaries consistent with the Prepetition FLTL Credit Agreement as in effect during the “Restriction Period” (as defined therein), investment property (including securities accounts and commodity accounts), instruments, chattel paper, real estate, leasehold interests, contracts, patents, copyrights, trademarks and other general intangibles, and all products and proceeds thereof, subject to customary exclusions and excluding (i) any causes of action under Bankruptcy Code sections 502(d), 544, 545, 547, 548, 549, 550 or 553 or any other avoidance actions under the Bankruptcy Code or applicable non- bankruptcy law but, subject to entry of the Final DIP Order, including the proceeds thereof, and (ii) the Trust A NPI, the Trust A-1 NPI, the Trust A Account, any interest in Trust A, the Permitted Surety Bonds or the Letters of Credit (each as defined in the Apache Decommissioning Agreement) (the collateral described in clause (ii), the “Apache Collateral”) (collectively, the “DIP Collateral” and the liens on the DIP Collateral securing the DIP Facility, the “DIP Liens”). The Debtors agree that the DIP Credit Agreement shall provide for the negative pledges set forth in Section 4(f) the Prepetition FLTL Forbearance Agreement as in effect during the “Restriction Period” (as defined therein) and shall obtain the collateral arrangements and negative pledges set forth in Section 6(a)(iii) of the Prepetition FLTL Forbearance Agreement (subject to any limitations under applicable law).
DIP. Obligations The terms and conditions of the DIP Agreement hereby are approved on an interim basis and the Debtors are authorized and directed to execute and deliver the DIP Agreement and any instruments or documentation in connection therewith, to borrow money and to perform the obligations arising thereunder in accordance with and subject to the terms of this Interim Order and the DIP Agreement. Upon execution and delivery, the DIP Agreement shall represent valid and binding obligations of the Debtors and their estates, enforceable against the Debtors, their estates and any successors thereto, including without limitation, any trustee or examiner appointed in the Bankruptcy Cases, or in any case under chapter 7 of the Bankruptcy Code upon the conversion of any of the Bankruptcy Cases in accordance with the terms of the DIP Agreement and this Interim Order (all Obligations as defined in the DIP Agreement, the “DIP Obligations”).
DIP. Exit Financing The Company will be a guarantor of certain new warehouse refinancing agreements to be entered into by Ditech Financial LLC and Reverse Mortgage Solutions Inc., as borrowers (the “DIP/Exit Facility”), which shall provide for the refinancing of existing warehouse lines of Ditech Financial LLC and Reverse Mortgage Solutions Inc.; provided that, the terms and conditions of the DIP/Exit Facility (including, but not limited to, any Definitive Documents memorializing the DIP/Exit Facility) shall be acceptable in all material respects to the Requisite Creditors.
DIP. The existing mains provide service to schools and businesses in this area. System and service leaks result in wide spread outages due to lack of valves and unknown crossover tie-ins between sections of parallel mains. Project scope includes the replacement of services and hydrant(s). Mountain Road (Rte. 168) from Rte. 75 to Bxxxx Xxxx – Suffield, CT. High Street, Sxxxxxxx - Replace approximately 1000' of 6" cast iron main with 8 and 12" DIP in conjunction with Town's sanitary and road restoration work. Project scope includes replacement of services and fire hydrant(s), as appropriate. High Street from West Main Street to Gold Street – Sxxxxxxx, CT Wxxxxx, West & Wicklow, Windsor Locks - Replacement of 4500' of 4" cast iron with 8" DIP in conjunction with town roadway project. Currently fire hydrants are connected to this 4-inch main. Project scope includes the replacement of services and hydrant(s), as appropriate. Wxxxxx and Wxxxxxx Xxxxxxx, Xxxx Xxxxxx from North to Spring Street – Windsor Locks, CT Main Street, Windsor Locks - Replace existing main with new 12" DIP. Current main has problem with leakage and breaks in corrosive soils. Project scope includes replacement of services and fire hydrant(s), as appropriate. Mxxx Xxxxxx xxxx Xxxxx Xxxxxx to Chestnut Street – Windsor Locks, CT Torry / Dxxx Hxxx Xx, Tolland - Replace 7000' of 4" & 6" cast iron mains with 8" DIP as needed to address leaks and improve service to this area. Project scope includes replacement of services and fire hydrant(s), as appropriate. Torry Road, Dxxx Hxxx Road & Tolland Green Road – Tolland, CT Prospect Hill Phase III, East Windsor - Replacement of 7500' of 6" transite main with 8-inch DIP in conjunction with town reconstruction work. Streets include Prospect Hill, Cricket, Broadview and Button. Project scope includes the replacement of services and hydrant(s). Prospect Hill Road & Cricket Road – East Windsor, CT Oxxxxx Road, Enfield - Replace existing main that is subject to frequent leaks due to poor soil conditions. Project scope includes replacement of services and fire hydrant(s), as appropriate. Oxxxxx Road from King Street west 2400' – Enfield, CT Hilltop Drive, North Park, Ellington - Replace existing 6" transite and cast iron main with 8" DIP in conjunction with road work project. Project scope includes replacement of services and fire hydrant(s), as appropriate. Hilltop Drive & North Park Street – Ellington, CT Eastern Region Bxxxxx St., Lxxxxxxx St., Rxxxxx Ave., Vie...
DIP. Loan Documents means, collectively, the following agreements, each of which shall be in form and substance satisfactory to the Lender and Alcoa, each in its sole discretion:
DIP. Collateral Subject to the Carve-Out, the DIP obligations will be secured by all present and after-acquired property and assets of the Borrower and Guarantors and all proceeds thereof, including substantially all inventory, real property, equipment (including, but not limited to, spare parts), accounts, cash and cash equivalents, general intangibles, intercompany receivables and rights in intercompany arrangements, contract rights, supporting obligations and letter-of-credit rights, instruments (including, but not limited to, intercompany notes, receivables and other payment obligations), deposit accounts, investment property (including, but not limited to, 100% of the equity interests held by the Borrower and/or any Guarantor in their respective direct Subsidiaries), intellectual property, books and records, investments, vessels and mobile offshore drilling units (including without limitation any jackup rig, semi-submersible rig, drillship, and barge rig) (each such vessel or unit now or hereafter owned by the Borrower and/or any Guarantor, an “Owned Rig” and each such vessel or unit now or hereafter chartered or managed by the Borrower and/or any Guarantor and not owned by the Borrower and/or any Guarantor, a “Third Party Rig”) (each Owned Rig and Third Party Rig, individually a “Rig” and collectively, the “Rigs”), charters, intercompany charters, drilling contracts, rig or vessel construction contracts, any kind of agreement relating to the employment of Rigs, services agreement, insurance, insurance claims, rig or vessel earnings, proceeds of all owned and leased real estate and subject to and after entry of the DIP Order (on a final basis, if applicable), all proceeds or other assets recovered, unencumbered or otherwise, whether by judgment, settlement or otherwise, that is the subject of the Debtors’ claims and causes of action under Chapter 5 of the Bankruptcy Code (such claims and causes of action, the “Avoidance Actions”) (the assets described above, collectively the “DIP Collateral”). The DIP Collateral shall be secured by (i) first priority senior liens pursuant to section 364(c)(1) of the Bankruptcy Code to the extent such DIP Collateral is unencumbered as of the Petition Date and (ii) junior perfected liens pursuant to section 364(c)(3) of the Bankruptcy Code to the extent such DIP Collateral is subject to valid, properly perfected, enforceable and unavoidable liens existing as of the Petition Date or that are perfected as permitted by Section ...
DIP. Agent The administrative agent and collateral agent for the DIP Facility (the “DIP Agent”) will be selected by the Required DIP Lenders. Borrowers Xxxxxxx Group Inc. (“Xxxxxxx Parent”) and Xxxxxxx Holdings Company Ltd. III (together with Xxxxxxx Parent, the “Borrowers” and, collectively with the Guarantors, the “Obligors” and, collectively with all direct and indirect subsidiaries of Xxxxxxx Parent, the “Company”). Guarantors Each of the subsidiaries of Xxxxxxx Parent that is listed on Schedule 1 hereto. Term The DIP Facility will mature on the earliest of (i) the effective date of any chapter 11 plan for any of the Debtors, (ii) as directed by the Required DIP Lenders following and during the continuation of any Event of Default (as defined below) under the DIP Facility and (iii) one year following entry of the DIP Order (the first of the foregoing to occur, the “DIP Maturity Date”). Interest Rate LIBOR + 6% per annum paid in cash, monthly in arrears. Default Interest Rate 2% in excess of the Interest Rate, paid in cash. Fees Commitment Fee of 2% (based on the Total DIP Commitment), which shall be fully earned and due and payable to the DIP Lenders by the Borrowers upon entry of the DIP Order; provided, however, that the Commitment Fee shall be reduced, without duplication, dollar for dollar by the amount of any commitment fee previously paid to the DIP Lenders that are members of the Secured Notes Ad Hoc Group pursuant to the Prior DIP Term Sheet, and such reduction shall be applied to such DIP Lenders that previously received a commitment fee. In addition, the Borrowers shall pay to the DIP Lenders an exit fee equal to 1% of the aggregate principal amount of any DIP Loan repaid or prepaid or that remain outstanding on the DIP Maturity Date, such fee to be fully earned on the closing of the DIP Facility and due and payable on each prepayment or repayment date on the portion of DIP Loans so prepaid or repaid, or on the DIP Maturity Date, as applicable. Use of Proceeds The proceeds of the DIP Facility shall be used by the Company in accordance with the Semi-Annual Cash Flow Forecast (as defined below) to provide working capital to the Company, fund the costs of the administration of the Debtors’ bankruptcy cases and the consummation of the restructuring as provided in the Plan, which shall provide for the treatment of the DIP Facility as set forth in this Term Sheet or otherwise as agreed upon by the Debtors and the Required DIP Lenders, in their reasonabl...
DIP. Loan Documents — this Agreement, each other Security Document, each Guaranty Agreement, the Subordination Agreements, the Notices of Borrowing, Borrowing Base Certificates, Compliance Certificates, UCC-1 financing statements and all other documents and instruments now or hereafter evidencing, describing, guaranteeing or securing the Obligations contemplated hereby or delivered in connection herewith, as they may be modified, amended, extended, renewed, restated or substituted from time to time. DIP Term — a period commencing on the date of entry of the Interim DIP Financing Order and ending on the Outside Commitment Date. Distribution — in respect of any entity, (i) any payment of any dividends or other distributions on Equity Interests of the entity (except distributions in such Equity Interests) and (ii) any purchase, redemption or other acquisition or retirement for value of any Equity Interests of the entity unless made contemporaneously from the net proceeds of the sale of Equity Interests. Document — shall have the meaning given to the term “document” in the UCC, but shall exclude documents related exclusively to Fixed Assets. Dollars and the sign $ — lawful money of the United States of America. Domestic Subsidiary — a Subsidiary of a Borrower that is incorporated under the laws of a state of the United States or the District of Columbia. Dominion Account — a special account of a Borrower or Lender established by such Borrower at Lender and over which Lender shall have exclusive access and control for withdrawal purposes. EBITDA — with respect to any fiscal period of Borrowers, Adjusted Net Earnings, plus, to the extent deducted in the determination of Adjusted Net Earnings for that fiscal period, interest expenses, federal, state, local and foreign income taxes, and depreciation and amortization.
