DIP Agreement Sample Clauses

DIP Agreement. (i) Concurrently with the execution and delivery of this Agreement, Sellers have provided ISG with true and complete copies of the DIP Agreement, the DIP Order, the current budget approved by the Agent and the Lenders and the most current borrowing base certificate provided by WSC to the Agent. As of the Execution Date, the amount required to satisfy the DIP Obligations in full is $162,704,565. Schedule 4.1(w) lists all Priming Liens that are senior in payment to Sellers' obligations under the DIP Agreement and Sellers' best estimate as of the Amendment Date of the projected amount of the Priming Liens, the Carveouts (by category) and the Sale Costs (by category) as of the Closing Date. Except for the Priming Liens, the Carveouts and the Sale Costs, Sellers have not incurred any Indebtedness or any other obligation that ranks senior to or pari passu with Sellers' obligations under the DIP Agreement.
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DIP Agreement. The Debtor in Possession Loan Agreement by and among the Debtor, as debtor and debtor-in-possession, and Bzinfin, as lender and as agent for the lenders, to be entered into on or shortly after the commencement of the Chapter 11 Case, pursuant to which the DIP Lenders will make post-petition loans and advances to the Debtor consisting of a debtor-in-possession credit facility in an aggregate principal amount not to exceed $20,000,000, as may be amended or supplemented from time to time.
DIP Agreement that certain Debtor-In-Possession Credit Agreement dated as of December 18, 2009 (as amended, modified or supplemented), among Holdings, the U.S. Borrower, the Canadian Borrower and Metzeler Automotive Profile Systems GMBH as borrowers, the lenders party thereto, as lenders, and Deutsche Bank Trust Company Americas as administrative agent, collateral agent and documentation agent and Deutsche Bank Securities Inc. as syndication agent, sole lead bookrunner and sole lead arranger.

Related to DIP Agreement

  • Parties to Lock-Up Agreements The Company has furnished to the Underwriters a letter agreement in the form attached hereto as Exhibit A (the “Lock-up Agreement”) from each of the persons listed on Exhibit B. Such Exhibit B lists under an appropriate caption the directors and executive officers of the Company. If any additional persons shall become directors or executive officers of the Company prior to the end of the Company Lock-up Period (as defined below), the Company shall cause each such person, prior to or contemporaneously with their appointment or election as a director or executive officer of the Company, to execute and deliver to the Representatives a Lock-up Agreement.

  • Support Agreement CFSC will not terminate, or make any amendment or modification to, the Support Agreement which, in the determination of the Agent, adversely affects the Banks’ interests pursuant to this Agreement, without giving the Agent and the Banks at least thirty (30) days prior written notice and obtaining the written consent of the Majority Banks.

  • Subordination Agreements Subordination Agreements with respect to all Subordinated Debt.

  • Subordination Agreement Each of (i) the subordination of interest payments to the Noteholders of the Class B Notes to the payment of any First Priority Principal Payment to the Noteholders of the Class A Notes and (ii) the subordination of interest payments to the Noteholders of the Class C Notes to the payment of any Second Priority Principal Payment to the Noteholders of the Class A Notes and the Class B Notes under Section 8.2(c) is a subordination agreement within the meaning of Section 510(a) of the Bankruptcy Code.

  • Lock-Up Agreement The Underwriters shall have received all of the Lock-Up Agreements referenced in Section 4 and the Lock-Up Agreements shall remain in full force and effect.

  • MANAGEMENT AGREEMENT AND FRANCHISE AGREEMENT At or prior to the Closing, Seller shall terminate the Existing Management Agreement and the Existing Franchise Agreement, and Seller shall be solely responsible for all claims and liabilities arising thereunder on, prior to or following the Closing Date. As a condition to Closing, Buyer shall enter into the New Management Agreement and the New Franchise Agreement, effective as of the Closing Date, containing terms and conditions acceptable to Buyer (including, without limitation, such terms and conditions as may be required to accommodate Buyer’s and/or Buyer’s Affiliates’ REIT structure). Seller shall be responsible for paying all costs related to the termination of the Existing Management Agreement. Buyer shall be responsible for paying all reasonable and actual costs of the Franchisor related to the assignment or termination, as applicable, of the Existing Franchise Agreement. Seller shall use best efforts to promptly provide all information required by the Franchisor in connection with the New Franchise Agreement, and Seller and Buyer shall diligently pursue obtaining the same. As a condition to Buyer’s and Seller’s obligation to close under this Contract, Buyer and Manager shall agree, on or before the expiration of the Review Period, on the form and substance of the New Management Agreement.

  • One Agreement This Agreement and any related security or other agreements required by this Agreement, collectively:

  • Support Agreements Each member of the Seller Board shall have executed and delivered to Buyer a Support Agreement in the form attached as Exhibit A.

  • Lock-Up Agreements At the date of this Agreement, the Representatives shall have received an agreement substantially in the form of Exhibit C hereto signed by the persons listed on Schedule D hereto.

  • Arrangement Agreement This Plan of Arrangement is made pursuant to the Arrangement Agreement.

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