New Secured Notes Sample Clauses
New Secured Notes. On the Closing Date, in addition to the New Secured Notes sold in connection with the Rights Offering and the issuance of the Backstop Premium, the Issuer will issue to each respective Initial Backstop Party, and each respective Initial Backstop Party agrees solely with respect to itself to purchase, New Secured Notes with a Purchase Price for each respective Initial Backstop Party equal to the Commitment Fee multiplied by the Backstop Commitment Percentage for such Initial Backstop Party as of the date hereof (the “Additional Notes”). Such Purchase Price shall be funded by each respective initial Backstop Party by wire transfer in immediately available funds in U.S. dollars into the Backstop Escrow Account on the Backstop Escrow Funding Date in satisfaction of its obligation set forth in this Section 3.5.
New Secured Notes. (i) Each of the New Secured Notes Documents shall (x) have been executed, authenticated and/or delivered by the Reorganized Debtors and each Person required to execute, authenticate and/or deliver the same (which, in the case of the New Secured Notes Indenture, shall include the trustee thereunder unless the Plan or the Confirmation Order provides that the New Secured Notes Documents are deemed binding on such trustee), (y) be consistent in all material respects with the terms of the RSA, the New Secured Notes Term Sheet, and otherwise in form and substance reasonably acceptable to the Required Backstop Parties, and (z) be in full force and effect, and (ii) the liens on and security interest in the Reorganized Debtors’ assets securing the Reorganized Debtors’ obligations under the New Secured Notes shall have been duly and validly created and perfected in a manner that is reasonably acceptable to the Required Backstop Parties.
New Secured Notes. Senior secured U.S. dollar denominated notes (the “New Secured Notes”, to be issued pursuant to an indenture, the “New Secured Notes Indenture”) in an aggregate principal amount of $150 million, on the terms and conditions set forth in the New Secured Notes Documents.
New Secured Notes. (a) Upon the issuance of the New Secured Notes in accordance with the Exchange Offer Agreements, the New Secured Notes shall have been duly authorized, issued and delivered by Borrowers and all agreements, documents and instruments related thereto, including, but not limited to, the New Secured Note Indenture, shall have been duly authorized, executed and delivered and the transactions contemplated thereunder performed in accordance with their terms by the respective parties thereto in all respects, including the fulfillment (not merely the waiver) of all conditions precedent set forth herein. Upon the issuance thereof in accordance with the Exchange Offer Agreements, all actions and proceedings required by the New Secured Note Agreements and the agreements, documents and instruments related thereto, applicable law or regulation shall have been taken and the transactions required thereunder shall have been duly and validly taken and consummated. Upon the issuance of the New Secured Notes in accordance with the Exchange Offer Agreements, neither the execution and delivery of the New Secured Notes, any of the other New Secured Note Agreements or any of the instruments and documents to be delivered pursuant thereto, nor the consummation of the transactions therein contemplated, nor compliance with the provisions therein contemplated, has violated or will violate any law or regulation or any order or decree of any court or governmental instrumentality in any respect or does or will conflict with or result in the breach of, or constitute a default in any respect under, any indenture, mortgage, deed of trust, agreement or instrument to which any Borrower or Obligor is a party or may be bound, or result in the creation or imposition of any lien, charge or encumbrance upon any of the property of any Borrower or Obligor (except as specifically contemplated hereunder or under the other Financing Agreements) or violate any provision of the Certificate of Incorporation or By-Laws (or other organizational documents as applicable) of any Borrower or Obligor.
(b) No court of competent jurisdiction has issued any injunction, restraining order or other order which prohibits consummation of the issuance of the New Secured Notes and the transactions described therein and no governmental or other action or proceeding has been threatened or commenced, seeking any injunction, restraining order or other order which seeks to void or otherwise modify the issuance of the New Secure...