Common use of Funding Notice Clause in Contracts

Funding Notice. No later than the tenth (10th) Business Day following the Rights Offering Expiration Time, the Rights Offering Subscription Agent shall deliver to each Backstop Party (to the extent applicable) a written notice (the “Funding Notice”) of (i) the amount of Rights Offering Securities elected to be purchased by the Rights Offering Participants and the aggregate Purchase Price therefor; (ii) the aggregate amount of Holdback Securities to be purchased by all Backstop Parties; (iii) the amount of Holdback Securities to be purchased by such Backstop Party and the Purchase Price therefor as determined in accordance with Section 2.2; (iv) the aggregate amount of Unsubscribed Securities (and corresponding Participation Equity), if any, and the aggregate Purchase Price therefor; (v) the amount of Unsubscribed Securities (based upon such Backstop Party’s Backstop Commitment Percentage) to be purchased by such Backstop Party and the Purchase Price therefor as determined in accordance with Section 2.2; and (vi) the escrow account to which such Backstop Party shall deliver and pay the Purchase Price for such Backstop Party’s Holdback Securities and Backstop Commitment Percentage of the Unsubscribed Securities (the “Backstop Escrow Account”). The Rights Offering Subscription Agent shall promptly provide any written backup, information and documentation relating to the information contained in the Funding Notice as any Backstop Party may reasonably request.

Funding Notice. No later than the tenth seventh (10th7th) Business Day following the Rights Offering Private Placement Expiration Time, the Rights Offering Subscription Private Placement Agent shall shall, on behalf of the Company, deliver to each Backstop Private Placement Party (to the extent applicable) a written notice (the “Funding Notice”, and the date of such delivery, the “Funding Notice Date”) of setting forth (i) the amount number of Rights Offering Securities elected Private Placement Shares each Private Placement Participant is obligated to be purchased by the Rights Offering Participants purchase, and the aggregate Per Share Purchase Price therefor; (ii) if applicable, the number of Private Placement Shares such Private Placement Party is subscribed for in the Private Placement and for which such Private Placement Party has not yet paid to the Private Placement Agent the aggregate amount of Holdback Securities to be purchased by all Backstop PartiesPer Share Purchase Price therefor, together with such aggregate Per Share Purchase Price; and (iii) subject to the amount last sentence of Holdback Securities to be purchased by such Backstop Party and the Purchase Price therefor as determined in accordance with Section 2.2; (iv) the aggregate amount of Unsubscribed Securities (and corresponding Participation Equity2.4(b), if any, and the aggregate Purchase Price therefor; (v) the amount of Unsubscribed Securities (based upon such Backstop Party’s Backstop Commitment Percentage) to be purchased by such Backstop Party and the Purchase Price therefor as determined in accordance with Section 2.2; and (vi) the escrow account designated in escrow agreements satisfactory to the Requisite Members of the Noteholder Steering Committee and the Company, each acting reasonably, to which such Backstop Private Placement Party shall deliver and pay the aggregate Per Share Purchase Price for such Backstop Private Placement Party’s Holdback Securities and Backstop Commitment Private Placement Percentage of the Unsubscribed Securities Private Placement Shares and, if applicable, the aggregate Per Share Purchase Price for the Private Placement Shares such Private Placement Party has subscribed for in the Private Placement (the “Backstop Escrow Account”). The Rights Offering Subscription Agent Company shall promptly direct the Private Placement Agent to provide any written backup, information and documentation relating to the information contained in the applicable Funding Notice as any Backstop Private Placement Party may reasonably request.

Funding Notice. No later than the tenth seventh (10th7th) Business Day following the Rights Offering Expiration Time, the Rights Offering Subscription Agent shall shall, on behalf of the Company, deliver to each Backstop Commitment Party (to the extent applicable) a written notice (the “Funding Notice,” and the date of such delivery, the “Funding Notice Date”) of setting forth (i) the amount number of HoldCo Noteholders Rights Offering Securities Shares and the number of HoldCo Equityholders Rights Offering Shares elected to be purchased by the Rights Offering Participants Participants, and the aggregate Per Share Purchase Price therefortherefor in each case; (ii) the aggregate amount number of Holdback Securities to be purchased by all Backstop Parties; (iii) the amount of Holdback Securities to be purchased by such Backstop Party HoldCo Noteholders Unsubscribed Shares and the Purchase Price therefor as determined in accordance with Section 2.2; (iv) the aggregate amount number of HoldCo Equityholders Unsubscribed Securities (and corresponding Participation Equity)Shares, if any, and the aggregate Per Share Purchase Price therefor in each case; (iii) the aggregate number of HoldCo Noteholders Rights Offering Shares and/or HoldCo Equityholders Rights Offering Shares, as applicable (based upon such Commitment Party’s HoldCo Noteholders Backstop Commitment Percentage and/or HoldCo Equityholders Backstop Commitment Percentage, as applicable) to be issued and sold by the Reorganized Company to such Commitment Party on account of any HoldCo Noteholders Unsubscribed Shares and/or HoldCo Equityholders Unsubscribed Shares, as applicable, and the aggregate Per Share Purchase Price therefor; (viv) if applicable, the amount number of Unsubscribed Securities (based upon HoldCo Noteholders Rights Offering Shares and/or HoldCo Equityholders Rights Offering Shares, as applicable, such Backstop Party’s Backstop Commitment Percentage) Party is subscribed for in the Rights Offerings and for which such Commitment Party had not yet paid to be purchased by such Backstop Party and the Rights Offering Subscription Agent the aggregate Per Share Purchase Price therefor as determined in accordance therefor, together with Section 2.2such aggregate Per Share Purchase Price; and (viv) subject to the last sentence of Section 2.4(b), the escrow account designated in escrow agreements satisfactory to the Requisite Commitment Parties and the Company, each acting reasonably, to which such Backstop Commitment Party shall deliver and pay the aggregate Per Share Purchase Price for such Backstop Commitment Party’s Holdback Securities and HoldCo Noteholders Backstop Commitment Percentage and/or HoldCo Equityholders Backstop Commitment Percentage of the HoldCo Noteholders Unsubscribed Securities Shares and/or HoldCo Equityholders Unsubscribed Shares, as applicable, and, if applicable, the aggregate Per Share Purchase Price for the HoldCo Noteholders Rights Offering Shares and/or HoldCo Equityholders Rights Offering Shares such Commitment Party has subscribed for in the Rights Offerings (the “Backstop Escrow Account”). The Company shall promptly direct the Rights Offering Subscription Agent shall promptly to provide any written backup, information and documentation relating to the information contained in the applicable Funding Notice as any Backstop Commitment Party may reasonably request.

Funding Notice. No later than the tenth seventh (10th7th) Business Day following the Rights Offering Expiration Time, the Rights Offering Subscription Agent shall shall, on behalf of the Company, deliver to each Backstop Commitment Party (to the extent applicable) a written notice (the “Funding Notice,” and the date of such delivery, the “Funding Notice Date”) of setting forth (i) the amount number of Unsecured Rights Offering Securities Shares and the number of Secured Rights Offering Shares elected to be purchased by the Rights Offering Participants Participants, and the aggregate Per Equity Share Purchase Price therefortherefor in each case; (ii) the aggregate amount number of Holdback Securities to be purchased by all Backstop Parties; (iii) the amount of Holdback Securities to be purchased by such Backstop Party Unsecured Unsubscribed Shares and the Purchase Price therefor as determined in accordance with Section 2.2; (iv) the aggregate amount number of Secured Unsubscribed Securities (and corresponding Participation Equity)Shares, if any, and the aggregate Per Equity Share Purchase Price therefor in each case; (iii) the aggregate number of Unsecured Rights Offering Shares and/or Secured Rights Offering Shares, as applicable (based upon such Commitment Party’s Unsecured Backstop Commitment Percentage and/or Secured Backstop Commitment Percentage, as applicable) to be issued and sold by the Reorganized Company to such Commitment Party on account of any Unsecured Unsubscribed Shares and/or Secured Unsubscribed Shares, as applicable, and the aggregate Per Equity Share Purchase Price therefor; (viv) if applicable, the amount number of Unsubscribed Securities (based upon Unsecured Rights Offering Shares and/or Secured Rights Offering Shares, as applicable, such Backstop Party’s Backstop Commitment Percentage) Party is subscribed for in the Rights Offerings and for which such Commitment Party had not yet paid to be purchased by such Backstop Party and the Rights Offering Subscription Agent the aggregate Per Equity Share Purchase Price therefor as determined in accordance with Section 2.2therefor; and (viv) subject to the last sentence of Section 2.4(b), the escrow account designated in escrow agreements satisfactory to the Requisite Commitment Parties and the Company, each acting reasonably, to which such Backstop Commitment Party shall deliver and pay the aggregate Per Equity Share Purchase Price for such Backstop Commitment Party’s Holdback Securities and Unsecured Backstop Commitment Percentage and/or Secured Backstop Commitment Percentage of the Unsecured Unsubscribed Securities Shares and/or Secured Unsubscribed Shares, as applicable, and, if applicable, the aggregate Per Equity Share Purchase Price for the Unsecured Rights Offering Shares and/or Secured Rights Offering Shares such Commitment Party has subscribed for in the Rights Offerings (the “Backstop Escrow Account”). The Company shall promptly direct the Rights Offering Subscription Agent shall to promptly provide any written backup, information and documentation relating to the information contained in the applicable Funding Notice as any Backstop Commitment Party may reasonably request.

Funding Notice. No later than the tenth seventh (10th7th) Business Day following the Rights Offering Expiration Time, the Rights Offering Subscription Agent shall shall, on behalf of the Company, deliver to each Backstop Commitment Party (to the extent applicable) a written notice (the “Funding Notice,” and the date of such delivery, the “Funding Notice Date”) of (which may be delivered by email to any Commitment Party at the email address provided by such Commitment Party) setting forth (i) the principal amount of Rights Offering Securities Notes elected to be purchased by the Rights Offering Participants Participants, and the aggregate Note Purchase Price therefor; (ii) the aggregate amount of Holdback Securities to be purchased by all Backstop Parties; (iii) the amount of Holdback Securities to be purchased by such Backstop Party and the Purchase Price therefor as determined in accordance with Section 2.2; (iv) the aggregate principal amount of Unsubscribed Securities (and corresponding Participation Equity)Notes, if any, and the aggregate Note Purchase Price therefor; (viii) the Commitment Party’s Commitment Percentage and the aggregate principal amount of Unsubscribed Securities Rights Offering Notes (based upon such Backstop Commitment Party’s Backstop Commitment Percentage) to be purchased issued and sold by the Company to such Backstop Commitment Party on account of any Unsubscribed Notes, and the aggregate Note Purchase Price therefor as determined therefor; (iv) if applicable, the principal amount of Rights Offering Notes such Commitment Party is subscribed for in accordance with Section 2.2the Rights Offering and for which such Commitment Party had not yet paid to the Rights Offering Subscription Agent the aggregate Note Purchase Price therefor, (v) the aggregate Note Purchase Price in respect of (iii) and (iv); and (vi) subject to the last sentence of Section 2.5(b), the escrow account designated in escrow agreements reasonably acceptable to the Company and the Requisite Commitment Parties (the “Escrow Account”), to which such Backstop Commitment Party shall deliver and pay the aggregate Note Purchase Price for such Backstop Commitment Party’s Holdback Securities and Backstop Commitment Percentage of the Unsubscribed Securities (Notes and, if not previously paid, the “Backstop Escrow Account”)aggregate Note Purchase Price for the Rights Offering Notes such Commitment Party has subscribed for in the Rights Offering. The Company shall promptly direct the Rights Offering Subscription Agent shall promptly to provide any written backup, information and documentation relating to the information contained in the applicable Funding Notice as any Backstop Commitment Party may reasonably request.

Funding Notice. No later than the tenth seventh (10th7th) Business Day following the Rights Offering Expiration Time, the Rights Offering Subscription Agent shall shall, on behalf of the Company, deliver to each Backstop Commitment Party (to the extent applicable) a written notice (the “Funding Notice,” and the date of such delivery, the “Funding Notice Date”) of setting forth (i) the amount number of Rights Offering Securities Units elected to be purchased by the Rights Offering Participants Participants, and the aggregate Per Unit Purchase Price therefor; (ii) the aggregate amount of Holdback Securities to be purchased by all Backstop Parties; (iii) the amount of Holdback Securities to be purchased by such Backstop Party and the Purchase Price therefor as determined in accordance with Section 2.2; (iv) the aggregate amount number of Unsubscribed Securities (and corresponding Participation Equity)Units, if any, and the aggregate Per Unit Purchase Price therefor; (viii) the amount Commitment Party’s Commitment Percentage and the aggregate number of Unsubscribed Securities Rights Offering Units (based upon such Backstop Commitment Party’s Backstop Commitment Percentage) to be purchased issued and sold by the Company to such Backstop Commitment Party on account of any Unsubscribed Units, and the aggregate Per Unit Purchase Price therefor as determined therefor; (iv) if applicable, the number of Rights Offering Units such Commitment Party is subscribed for in accordance the Rights Offering and for which such 20 Commitment Party had not yet paid to the Rights Offering Subscription Agent the aggregate Per Unit Purchase Price therefor, together with Section 2.2such aggregate Per Unit Purchase Price; (v) the number of 4(a)(2) Backstop Commitment Units each Commitment Party is obligated to purchase, and the aggregate Per Unit Purchase Price therefor; and (vi) subject to the last sentence of Section 2.4(b), the escrow account designated in escrow agreements satisfactory to the Requisite Commitment Parties and the Company, each acting reasonably, to which such Backstop Commitment Party shall deliver and pay the aggregate Per Unit Purchase Price for such Backstop Commitment Party’s Holdback Securities and Backstop Commitment Percentage of the Unsubscribed Securities Units, such Commitment Party’s aggregate Per Unit Purchase Price for the 4(a)(2) Backstop Commitment Units and, if applicable, the aggregate Per Unit Purchase Price for the Rights Offering Units such Commitment Party has subscribed for in the Rights Offering (the “Backstop Escrow Account”). The Company shall promptly direct the Rights Offering Subscription Agent shall promptly to provide any written backup, information and documentation relating to the information contained in the applicable Funding Notice as any Backstop Commitment Party may reasonably request.

Funding Notice. No later than the tenth fifth (10th5th) Business Day following the Rights Offering Expiration Time, the Rights Offering Subscription Agent shall shall, on behalf of the Company, deliver to each Backstop Commitment Party (to the extent applicable) a written notice (the “Funding Notice,” and the date of such delivery, the “Funding Notice Date”) of setting forth (i) the amount number of Rights Offering Securities Shares elected to be purchased by the Rights Offering Participants Participants, and the aggregate Per Share Purchase Price therefortherefor in each case; (ii) the aggregate amount number of Holdback Securities to be Rights Offering Shares that have not been duly purchased in the Rights Offering by all Backstop Parties; (iii) the amount of Holdback Securities to be purchased by such Backstop Party and the Purchase Price therefor as determined Rights Offering Participants in accordance with Section 2.2; (iv) the aggregate amount of Unsubscribed Securities (Rights Offering Procedures and corresponding Participation Equity)the Plan, if any, and the aggregate Per Share Purchase Price therefor; (iii) the aggregate number of QP Private Placement Shares that have not been duly purchased in the QP Private Placement, if any, and the aggregate Per Share Purchase Price therefor; (iv) subject to Section 2.3(g), the aggregate number of Investment Shares (based upon such Commitment Party’s Commitment Percentage) to be issued and sold by the Reorganized Company to such Commitment Party on account of any Unsubscribed Shares and the aggregate Per Share Purchase Price therefor; (v) if applicable, the amount number of Unsubscribed Securities (based upon Rights Offering Shares such Backstop Party’s Backstop Commitment Percentage) Party is subscribed for in the Rights Offering and for which such Commitment Party has not yet paid to be purchased by such Backstop Party the Escrow Account or the Rights Offering Subscription Agent, as applicable, and the aggregate Per Share Purchase Price therefor as determined in accordance therefor, together with Section 2.2such aggregate Per Share Purchase Price; and (vi) the escrow account designated in an escrow agreement satisfactory to the Requisite Commitment Parties and the Company, each acting reasonably, to which such Backstop Commitment Party shall deliver and pay the aggregate Per Share Purchase Price for due from such Backstop Party’s Holdback Securities Commitment Party pursuant to clauses (iv) and Backstop Commitment Percentage of the Unsubscribed Securities (v) (the “Backstop Escrow Account”). The ) and (vii) a segregated bank account of the Rights Offering Subscription Agent designated by the Rights Offering Subscription Agent. The Funding Notice shall include the Escrow Account Funding Date (as defined below). The Company shall promptly direct the Rights Offering Subscription Agent to provide any written backup, information and documentation relating to the information contained in the applicable Funding Notice as any Backstop Commitment Party may reasonably request.

Funding Notice. No later than the tenth seventh (10th7th) Business Day following the Rights Offering Expiration Time, the Rights Offering Subscription Agent shall shall, on behalf of the Company, deliver to each Backstop Commitment Party (to the extent applicable) a written notice (the “Funding Notice,” and the date of such delivery, the “Funding Notice Date”) of setting forth (i) the amount number of Rights Offering Securities Units elected to be purchased by the Rights Offering Participants Participants, and the aggregate Per Unit Purchase Price therefor; (ii) the aggregate amount of Holdback Securities to be purchased by all Backstop Parties; (iii) the amount of Holdback Securities to be purchased by such Backstop Party and the Purchase Price therefor as determined in accordance with Section 2.2; (iv) the aggregate amount number of Unsubscribed Securities (and corresponding Participation Equity)Units, if any, and the aggregate Per Unit Purchase Price therefor; (viii) the amount Commitment Party’s Commitment Percentage and the aggregate number of Unsubscribed Securities Rights Offering Units (based upon such Backstop Commitment Party’s Backstop Commitment Percentage) to be purchased issued and sold by the Company to such Backstop Commitment Party on account of any Unsubscribed Units, and the aggregate Per Unit Purchase Price therefor as determined therefor; (iv) if applicable, the number of Rights Offering Units such Commitment Party is subscribed for in accordance the Rights Offering and for which such Commitment Party had not yet paid to the Rights Offering Subscription Agent the aggregate Per Unit Purchase Price therefor, together with Section 2.2such aggregate Per Unit Purchase Price; (v) the number of 4(a)(2) Backstop Commitment Units each Commitment Party is obligated to purchase, and the aggregate Per Unit Purchase Price therefor; and (vi) subject to the last sentence of Section 2.4(b), the escrow account designated in escrow agreements satisfactory to the Requisite Commitment Parties and the Company, each acting reasonably, to which such Backstop Commitment Party shall deliver and pay the aggregate Per Unit Purchase Price for such Backstop Commitment Party’s Holdback Securities and Backstop Commitment Percentage of the Unsubscribed Securities Units, such Commitment Party’s aggregate Per Unit Purchase Price for the 4(a)(2) Backstop Commitment Units and, if applicable, the aggregate Per Unit Purchase Price for the Rights Offering Units such Commitment Party has subscribed for in the Rights Offering (the “Backstop Escrow Account”). The Company shall promptly direct the Rights Offering Subscription Agent shall promptly to provide any written backup, information and documentation relating to the information contained in the applicable Funding Notice as any Backstop Commitment Party may reasonably request.

Funding Notice. No later than the tenth fifth (10th5th) Business Day following the Rights Offering Expiration Time, the Rights Offering Subscription Agent shall deliver to each Backstop Party (to the extent applicable) a written notice (the “Funding Notice”) of (i) the amount of Rights Offering Securities elected to be purchased subscribed for by the Rights Offering Participants and the aggregate Purchase Subscription Price therefor; (ii) the aggregate amount of Holdback Securities to be purchased subscribed for by all Backstop PartiesParties and the aggregate Subscription Price therefor; (iii) the amount of Holdback Securities to be purchased subscribed for by such Backstop Party and the Purchase Subscription Price therefor as determined in accordance with Section 2.2therefor; (iv) the aggregate amount of Unsubscribed Securities (broken down by Guaranteed Notes (and corresponding associated Participation Equity) and Legacy Notes (and associated Participation Equity) before and after giving effect to the Legacy Undersubscription Rights), if any, and the aggregate Purchase Subscription Price therefor; (v) the amount of Unsubscribed Securities (based upon such Backstop Party’s Backstop Commitment Percentage) to be purchased subscribed for by such Backstop Party and the Purchase Subscription Price therefor as determined in accordance with Section 2.2therefor; and (vi) the escrow account to which such Backstop Party shall deliver and pay the Purchase Subscription Price for such Backstop Party’s Rights Offering Securities, Holdback Securities and Backstop Commitment Percentage of the Unsubscribed Securities (the “Backstop Escrow Account”). The Rights Offering Subscription Agent shall promptly provide any such written backup, information and documentation relating to the information contained in the Funding Notice as any Backstop Party may reasonably request.

Funding Notice. No later than the tenth fifth (10th5th) Business Day following the Rights Offering Expiration Time, the Rights Offering Subscription Agent shall deliver to each Backstop Party (to the extent applicable) a written notice (the “Funding Notice”) of (i) the amount number of Rights Offering Securities Shares elected to be purchased by the Rights Offering Participants and the aggregate Purchase Price therefor; (ii) the aggregate amount of Holdback Securities to be purchased by all Backstop Parties; (iii) the amount of Holdback Securities to be purchased by such Backstop Party and the Purchase Price therefor as determined in accordance with Section 2.2; (iv) the aggregate amount number of Unsubscribed Securities (and corresponding Participation Equity)Shares, if any, and the aggregate Purchase Price therefor; (viii) the amount aggregate number of Unsubscribed Securities Shares (based upon such Backstop Party’s Backstop Commitment Percentage) to be purchased issued and sold by the Company to such Backstop Party and the aggregate Purchase Price therefor as determined in accordance with Section 2.2(the “Funding Amount”); and (viiv) the wire instructions for a segregated escrow account to which such Backstop Party shall deliver and pay the Purchase Price for such Backstop Party’s Holdback Securities and Backstop Commitment Percentage of the Unsubscribed Securities Funding Amount (the “Backstop Escrow Account”); and (v) an estimate of the deadline for delivery of the Funding Amount, which deadline shall be no earlier than five (5) Business Days before the expected Effective Date (the “Funding Deadline”). The Company shall cause an additional notice of the Funding Deadline (“Additional Funding Notice”) to be provided after the Confirmation Order has been entered by the Bankruptcy Court; provided that the Funding Deadline shall be a minimum of five (5) Business Days after the date of such Additional Funding Notice. The Rights Offering Subscription Agent shall promptly provide any written backup, information and documentation relating to the information contained in the Funding Notice or Additional Funding Notice as any Backstop Party may reasonably request.

Funding Notice. No later than the tenth fifth (10th5th) Business Day following the Rights Offering Expiration Time, the Rights Offering Subscription Agent shall shall, on behalf of the Company, deliver to each Equity Backstop Party (to the extent applicable) a written notice (the “Funding Notice”) of setting forth (i) the amount number of Rights Offering Securities Shares elected to be purchased by the Rights Offering Participants Participants, and the aggregate Per Share Purchase Price therefor; (ii) the aggregate amount of Holdback Securities to be purchased by all Backstop Parties; (iii) the amount of Holdback Securities to be purchased by such Backstop Party and the Purchase Price therefor as determined in accordance with Section 2.2; (iv) the aggregate amount number of Unsubscribed Securities (and corresponding Participation Equity)Shares, if any, and the aggregate Per Share Purchase Price therefor; (viii) the amount of Unsubscribed Securities (based upon such Equity Backstop Party’s Equity Backstop Percentage and the aggregate number of Backstop Shares as of that date to be issued and sold by the Company to such Equity Backstop Party, and the aggregate Per Share Purchase Price therefor; (iv) if applicable, the number of Rights Offering Shares such Equity Backstop Party is subscribed for in the Rights Offering and for which such Equity Backstop Party had not yet paid to the Rights Offering Subscription Agent the aggregate Per Share Purchase Price therefor, together with such aggregate Per Share Purchase Price; and (v) subject to the last sentence of Section 2.4(b), a segregated account maintained by the Rights Offering Subscription Agent for proceeds received in respect of the Rights Offering Backstop Commitment Percentage) to be purchased by such Backstop Party and the Purchase Price therefor as determined in accordance with Section 2.2; terms and subject to conditions reasonably satisfactory to the Requisite Consenting Parties and the Company (vi) the escrow account “Backstop Funding Account”), to which Backstop Funding Account such Equity Backstop Party shall deliver and pay the aggregate Per Share Purchase Price for such Equity Backstop Party’s Holdback Securities and Backstop Commitment Percentage of Shares and, if applicable, the Unsubscribed Securities (aggregate Per Share Purchase Price for the “Rights Offering Shares such Equity Backstop Escrow Account”)Party has subscribed for in the Rights Offering. The Company shall promptly direct the Rights Offering Subscription Agent shall promptly to provide any written backup, information and documentation relating to the information contained in the applicable Funding Notice as any Equity Backstop Party may reasonably request.

Funding Notice. No later than the tenth third (10th3rd) Business Day following the Rights Offering Expiration Time, the Rights Offering Subscription Agent shall shall, on behalf of the Company, deliver to each Backstop Party (to the extent applicable) a written notice (the “Funding Notice,” and the date of such delivery, the “Funding Notice Date”) of setting forth (i) the amount aggregate number of Rights Offering Securities Shares elected to be purchased by the Rights Offering Participants Participants, and the aggregate Per Share Purchase Price therefortherefor in each case; (ii) the aggregate amount of Holdback Securities to be purchased by all Backstop Parties; (iii) the amount of Holdback Securities to be purchased by such Backstop Party and the Purchase Price therefor as determined in accordance with Section 2.2; (iv) the aggregate amount number of Unsubscribed Securities (and corresponding Participation Equity)Shares, if any, and the aggregate Per Share Purchase Price therefortherefor in each case; (viii) the amount aggregate number of Unsubscribed Securities Shares (based upon such Backstop Party’s Backstop Commitment Percentage) to be purchased issued and sold by Reorganized Chesapeake to such Backstop Party and the aggregate Per Share Purchase Price therefor; (iv) the aggregate number of Direct Investment Shares (based upon such Backstop Party’s Backstop Commitment Percentage) to be issued and sold by Reorganized Chesapeake to such Backstop Party and the aggregate Per Share Purchase Price therefor; (v) if applicable, the number of Rights Offering Shares such Backstop Party is subscribed for in the Rights Offering and for which such Backstop Party had not yet paid to the Rights Offering Subscription Agent, the Per Share Purchase Price therefor as determined in accordance with Section 2.2and the aggregate amount to be paid for the Rights Offering Shares; and (vi) the escrow account designated in escrow agreements reasonably acceptable to the Required Backstop Parties and the Company or the segregated account described under Section 2.4(b) to which such Backstop Party shall deliver and pay the aggregate Per Share Purchase Price for such Backstop Party’s Holdback Securities and Backstop Commitment Percentage of the Unsubscribed Securities Shares, and, if applicable, the aggregate Per Share Purchase Price for the Rights Offering Shares such Backstop Party has subscribed for in the Rights Offering (the “Backstop Escrow Account”). The Company shall promptly direct the Rights Offering Subscription Agent shall promptly to provide any written backup, information and documentation relating to the information contained in the applicable Funding Notice as any Backstop Party may reasonably request.

Funding Notice. No later than the tenth seventh (10th7th) Business Day following the Rights Offering Expiration Time, the Rights Offering Subscription Agent shall shall, on behalf of the Company, deliver to each Backstop Commitment Party (to the extent applicable) a written notice (the “Funding Notice,” and the date of such delivery, the “Funding Notice Date”) of setting forth (i) the amount number of Unsecured Rights Offering Securities Shares and the number of Secured Rights Offering Shares elected to be purchased by the Rights Offering Participants Participants, and the aggregate Per Share Purchase Price therefortherefor in each case; (ii) the aggregate amount number of Holdback Securities to be purchased by all Backstop Parties; (iii) the amount of Holdback Securities to be purchased by such Backstop Party Unsecured Unsubscribed Shares and the Purchase Price therefor as determined in accordance with Section 2.2; (iv) the aggregate amount number of Secured Unsubscribed Securities (and corresponding Participation Equity)Shares, if any, and the aggregate Per Share Discounted Purchase Price therefor in each case; (iii) the aggregate number of Unsecured Rights Offering Shares and/or Secured Rights Offering Shares, as applicable (based upon such Commitment Party’s Unsecured Backstop Commitment Percentage and/or Secured Backstop Commitment Percentage, as applicable) to be issued and sold by the Reorganized Company to such Commitment Party on account of any Unsecured Unsubscribed Shares and/or Secured Unsubscribed Shares, as applicable, and the aggregate Per Share Discounted Purchase Price therefor; (viv) if applicable, the amount number of Unsubscribed Securities (based upon Unsecured Rights Offering Shares and/or Secured Rights Offering Shares, as applicable, such Backstop Party’s Backstop Commitment Percentage) Party is subscribed for in the Rights Offerings and for which such Commitment Party had not yet paid to be purchased by such Backstop Party and the Rights Offering Subscription Agent the aggregate Per Share Purchase Price therefor as determined in accordance therefor, together with Section 2.2such aggregate Per Share Purchase Price; and (viv) subject to the last sentence of Section 2.4(b), the escrow account designated in escrow agreements satisfactory to the Requisite Commitment Parties and the Company, each acting reasonably, to which such Backstop Commitment Party shall deliver and pay the aggregate Per Share Discounted Purchase Price for such Backstop Commitment Party’s Holdback Securities and Unsecured Backstop Commitment Percentage and/or Secured Backstop Commitment Percentage of the Unsecured Unsubscribed Securities Shares and/or Secured Unsubscribed Shares, as applicable, and, if applicable, the aggregate Per Share Purchase Price for the Unsecured Rights Offering Shares and/or Secured Rights Offering Shares such Commitment Party has subscribed for in the Rights Offerings (the “Backstop Escrow Account”). The Company shall promptly direct the Rights Offering Subscription Agent shall promptly to provide any written backup, information and documentation relating to the information contained in the applicable Funding Notice as any Backstop Commitment Party may reasonably request.

Funding Notice. No later than the tenth seventh (10th7th) Business Day following the Rights Offering Expiration Time, the Rights Offering Subscription Agent shall shall, on behalf of the Company, deliver to each Backstop Commitment Party (to the extent applicable) a written notice (the “Funding Notice,” and the date of such delivery, the “Funding Notice Date”) of setting forth (i) the amount number of Rights Offering Securities Units elected to be purchased by the Rights Offering Participants Participants, and the aggregate Per Unit Purchase Price therefor; (ii) the aggregate amount of Holdback Securities to be purchased by all Backstop Parties; (iii) the amount of Holdback Securities to be purchased by such Backstop Party and the Purchase Price therefor as determined in accordance with Section 2.2; (iv) the aggregate amount number of Unsubscribed Securities (and corresponding Participation Equity)Units, if any, and the aggregate Per Unit Purchase Price therefor; (viii) the amount Commitment Party’s Commitment Percentage and the aggregate number of Unsubscribed Securities Rights Offering Units (based upon such Backstop Commitment Party’s Backstop Commitment Percentage) to be purchased issued and sold by the Company to such Backstop Commitment Party on account of any Unsubscribed Units, and the aggregate Per Unit Purchase Price therefor as determined therefor; (iv) if applicable, the number of Rights Offering Units such Commitment Party is subscribed for in accordance the Rights Offering and for which such Commitment Party had not yet paid to the Rights Offering Subscription Agent the aggregate Per Unit Purchase Price therefor, together with Section 2.2such aggregate Per Unit Purchase Price; (v) the number of 4(a)(2) Backstop Commitment Units each Commitment Party is obligated to purchase, and the aggregate Per Unit Purchase Price therefor; and (vi) subject to the last sentence of Section 2.4(b), the escrow account designated in escrow agreements satisfactory to the Requisite Commitment Parties and the Company, each acting reasonably, to which such Backstop Commitment Party shall deliver and pay the aggregate Per Unit Purchase Price for such Backstop Commitment Party’s Holdback Securities and Backstop Commitment Percentage of the Unsubscribed Securities Units, such Commitment Party’s aggregate Per Unit Purchase Price for the 4(a)(2) Backstop Commitment Units and, if applicable, the aggregate Per Unit Purchase Price for the Rights Offering Units such Commitment Party has subscribed for in the Rights Offering (the “Backstop Escrow Account”). The Company shall promptly direct the Rights Offering Subscription Agent shall promptly provide any written backup, information and documentation relating to the information contained in the Funding Notice as any Backstop Party may reasonably request.Subscription

Funding Notice. No later than the tenth seventh (10th7th) Business Day following the Rights Offering Expiration Time, the Rights Offering Subscription Agent shall shall, on behalf of the Company, deliver to each Backstop Commitment Party (to the extent applicable) a written notice (the “Funding NoticeNotice ,” and the date of such delivery, the “Funding Notice Date”) of setting forth (i) the amount number of Rights Offering Securities Units elected to be purchased by the Rights Offering Participants Participants, and the aggregate Per Unit Purchase Price therefor; (ii) the aggregate amount of Holdback Securities to be purchased by all Backstop Parties; (iii) the amount of Holdback Securities to be purchased by such Backstop Party and the Purchase Price therefor as determined in accordance with Section 2.2; (iv) the aggregate amount number of Unsubscribed Securities (and corresponding Participation Equity)Units, if any, and the aggregate Per Unit Purchase Price therefor; (viii) the amount Commitment Party’s Commitment Percentage and the aggregate number of Unsubscribed Securities Rights Offering Units (based upon such Backstop Commitment Party’s Backstop Commitment Percentage) to be purchased issued and sold by the Company to such Backstop Commitment Party on account of any Unsubscribed Units, and the aggregate Per Unit Purchase Price therefor as determined therefor; (iv) if applicable, the number of Rights Offering Units such Commitment Party is subscribed for in accordance the Rights Offering and for which such Commitment Party had not yet paid to the Rights Offering Subscription Agent the aggregate Per Unit Purchase Price therefor, together with Section 2.2such aggregate Per Unit Purchase Price; (v) the number of 4(a)(2) Backstop Commitment Units each Commitment Party is obligated to purchase, and the aggregate Per Unit Purchase Price therefor; and (vi) subject to the last sentence of Section 2.4(b), the escrow account designated in escrow agreements satisfactory to the Requisite Commitment Parties and the Company, each acting reasonably, to which such Backstop Commitment Party shall deliver and pay the aggregate Per Unit Purchase Price for such Backstop Commitment Party’s Holdback Securities and Backstop Commitment Percentage of the Unsubscribed Securities Units, such Commitment Party’s aggregate Per Unit Purchase Price for the 4(a)(2) Backstop Commitment Units and, if applicable, the aggregate Per Unit Purchase Price for the Rights Offering Units such Commitment Party has subscribed for in the Rights Offering (the “Backstop Escrow Account”). The Company shall promptly direct the Rights Offering Subscription Agent shall promptly to provide any written backup, information and documentation relating to the information contained in the applicable Funding Notice as any Backstop Commitment Party may reasonably request.. (b)

Funding Notice. No later than the tenth (10th) Business Day day following the Rights Offering Expiration Time, the Rights Offering Subscription Agent shall shall, on behalf of the Company, deliver to each Backstop Party (to the extent applicable) Investor a written notice (the “Funding Notice”) of setting forth (i) the amount number of Rights Offering Securities Shares elected to be purchased by the Rights Offering Participants Participants, and the aggregate Purchase Rights Offering Subscription Price therefor; (ii) the aggregate amount number of Holdback Securities to be purchased by all Backstop PartiesUnsubscribed Shares, if any, and the aggregate Common Per Share Purchase Price therefor; (iii) the amount Backstop Investor’s Backstop Percentage and the aggregate number of Holdback Securities Unsubscribed Shares (based upon such Backstop Percentage) to be purchased issued and sold by the Company to such Backstop Party Investor, and the aggregate Common Per Share Purchase Price therefor as determined in accordance with Section 2.2therefor; (iv) the aggregate amount of Unsubscribed Securities (and corresponding Participation Equity), if any, Equity Commitments satisfied as of such time and the aggregate Purchase Price thereforpercentage the Equity Commitment Percentage represented thereby; and (v) subject to the amount last sentence of Unsubscribed Securities (based upon such Backstop Party’s Backstop Commitment Percentage) to be purchased by such Backstop Party and the Purchase Price therefor as determined in accordance with Section 2.2; and (vi) 2.5(b), the escrow account designated in the escrow agreement satisfactory to the Requisite Equity Commitment Parties and the Company, each acting reasonably, to which such Backstop Party Investor shall deliver and pay the aggregate Common Per Share Purchase Price for such Backstop PartyInvestor’s Holdback Securities and Backstop Commitment Percentage of the Unsubscribed Securities Shares and, if applicable, the aggregate Rights Offering Subscription Price for the Rights Offering Shares such Equity Commitment Party has subscribed for in the Rights Offering (the “Backstop Escrow Account”). The Company shall promptly direct the Rights Offering Subscription Agent shall promptly to provide any written backup, information and documentation relating to the information contained in the applicable Funding Notice as any Backstop Equity Commitment Party may reasonably request.

Funding Notice. No The Company shall cause the Subscription Agent to deliver, on behalf of the Company, no later than the tenth third (10th3rd) Business Day following the Rights Offering Expiration TimeDate, the Rights Offering Subscription Agent shall deliver to each Backstop Party (to the extent applicable) a written notice (the “Funding Notice,” and the date of such delivery, the “Funding Notice Date”) of setting forth (i) the aggregate principal amount of Rights Offering Securities New First Lien Notes elected to be purchased by Eligible 2026 Unsecured Noteholders (or their designee(s)), (ii) the Rights Subscription Agent’s calculation of each Backstop Party’s (A) Backstop Commitment Amount and (B) the aggregate Purchase Price therefor, which calculations shall be made in consultation with Xxxxxxxx, (iii) the principal amount of New First Lien Notes such Backstop Party is subscribed for in the Concurrent Notes Offering Participants and the aggregate Purchase Price therefor; , calculation of which shall be made in consultation with Xxxxxxxx, (ii) the aggregate amount of Holdback Securities to be purchased by all Backstop Parties; (iiiiv) the amount of Holdback Securities to be purchased by such Backstop Party and Party’s Backstop Fee, the Purchase Price therefor as determined calculation of which shall be made in accordance consultation with Section 2.2; (iv) the aggregate amount of Unsubscribed Securities (and corresponding Participation Equity)Xxxxxxxx, if any, and the aggregate Purchase Price therefor; (v) the amount of Unsubscribed Securities (based upon such Backstop Party’s Backstop Commitment Percentage) to Purchase Price, the calculation of which shall be purchased by such Backstop Party and the Purchase Price therefor as determined made in accordance consultation with Section 2.2; and Xxxxxxxx, (vi) the escrow account Backstop Funding Date (as defined below), and (vii) the Funding Account (and wiring information therefor) to which such Backstop Party shall deliver and pay the Purchase Price for such Backstop Party’s Holdback Securities and Backstop Commitment Percentage Purchase Price; provided that the Backstop Parties may seek an upward or downward adjustment of the Unsubscribed Securities calculations set forth in clauses (ii), (iii), (iv) or (v) of this Section 3.2 if the “Backstop Escrow Account”)Parties can reasonably show that such calculations are inaccurate, which such adjustment shall be reasonably acceptable to the Company. The Rights Offering Company shall promptly direct the Subscription Agent shall promptly to provide any written backup, backup information and documentation relating to the information contained in the applicable Funding Notice as Xxxxxxxx or any Backstop Party may reasonably request.

Funding Notice. No later than the tenth fifth (10th5th) Business Day following the Rights Offering Expiration Time, the Rights Offering Subscription Agent shall shall, on behalf of the Company, deliver to each Equity Backstop Party (to the extent applicable) a written notice (the “Funding Notice”) of setting forth (i) the amount number of Rights Offering Securities Shares elected to be purchased by the Rights Offering Participants Participants, and the aggregate Per Share Purchase Price therefor; (ii) the aggregate amount of Holdback Securities to be purchased by all Backstop Parties; (iii) the amount of Holdback Securities to be purchased by such Backstop Party and the Purchase Price therefor as determined in accordance with Section 2.2; (iv) the aggregate amount number of Unsubscribed Securities (and corresponding Participation Equity)Shares, if any, and the aggregate Per Share Purchase Price therefor; (viii) the amount of Unsubscribed Securities (based upon such Equity Backstop Party’s Equity Backstop Percentage and the aggregate number of Backstop Shares as of that date to be issued and sold by the Company to such Equity Backstop Party, and the aggregate Per Share Purchase Price therefor; (iv) if applicable, the number of Rights Offering Shares such Equity Backstop Party is subscribed for in the Rights Offerings and for which such Equity Backstop Party had not yet paid to the Rights Offering Subscription Agent the aggregate Per Share Purchase Price therefor, together with such aggregate Per Share Purchase Price; and (v) subject to the last sentence of Section 2.4(b), a segregated account maintained by the Rights Offering Subscription Agent for proceeds received in respect of the Rights Offering Backstop Commitment Percentage) to be purchased by such Backstop Party and the Purchase Price therefor as determined in accordance with Section 2.2; terms and subject to conditions reasonably satisfactory to the Requisite Equity Backstop Parties and the Company (vi) the escrow account “Backstop Funding Account”), to which Backstop Funding Account such Equity Backstop Party shall deliver and pay the aggregate Per Share Purchase Price for such Equity Backstop Party’s Holdback Securities and Backstop Commitment Percentage of Shares and, if applicable, the Unsubscribed Securities (aggregate Per Share Purchase Price for the “Rights Offering Shares such Equity Backstop Escrow Account”)Party has subscribed for in the Rights Offerings. The Company shall promptly direct the Rights Offering Subscription Agent shall promptly to provide any written backup, information and documentation relating to the information contained in the applicable Funding Notice as any Equity Backstop Party may reasonably request.