Common use of Refinancing of Debt Clause in Contracts

Refinancing of Debt. (a) Concurrent with the Closing, Seller will (i) offset against any amounts owing to Seller or any Affiliate of Seller (other than any Entertainment Company) from any Entertainment Company all payables owed from Seller or any Affiliate of Seller (other than any Entertainment Company) to such Entertainment Company on the Closing Date and (ii) if following the offset provided for in (i), (A) there are any remaining amounts owing to Seller or any Affiliate of Seller (other than any Entertainment Company) by any Entertainment Company, contribute all such amounts to the capital of such Entertainment Company, or (B) there are any remaining amounts owing to any Entertainment Company, pay all such amounts. (b) Seller and Orion shall cooperate with Buyer, between the date hereof and the Closing Date, in order to assist Buyer in arranging for the New Orion Credit Facility to be executed and become effective concurrent with the Closing, such that funds may be drawn thereunder to be utilized, along with other funds to be made available to Orion by Buyer concurrent with the Closing, to satisfy all of Orion's obligations under the Existing Orion Credit Facility. Buyer covenants to deliver to Orion concurrent with the Closing an amount of cash such that such cash, together with funds available at such time under the New Orion Credit Facility, will be sufficient to permit Orion to satisfy all its obligations under the Existing Orion Credit Facility and cause Seller and its Affiliates to be released of all obligations thereunder.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Metromedia International Group Inc), Stock Purchase Agreement (Metro-Goldwyn-Mayer Inc)

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Refinancing of Debt. (a) Concurrent with the Closing, Seller will (i) offset against any amounts owing to Seller or any Affiliate of Seller (other than any Entertainment Company) from any Entertainment Company all payables owed from Seller or any Affiliate of Seller (other than any Entertainment Company) to such Entertainment Company on the Closing Date and (ii) if following the offset provided for in (i), (A) there are any remaining amounts owing to Seller or any Affiliate of Seller (other than any Entertainment Company) by any Entertainment Company, contribute all such amounts to the capital of such Entertainment Company, or (B) there are any remaining amounts owing to any Entertainment Company, pay all such amounts. (b) Seller and Orion shall cooperate with Buyer, between the date hereof and the Closing Date, in order to assist Buyer in arranging for the New Orion Credit Facility to be executed and become effective concurrent with the Closing, such that funds may be drawn thereunder to be utilized, along with other funds to be made available to Orion by Buyer concurrent with the Closing, to satisfy all of Orion's obligations under the Existing Orion Credit Facility. Buyer covenants to deliver to Orion concurrent with the Closing an amount of cash such that such cash, together with funds available at such time under the New Orion Credit Facility, will be sufficient to permit Orion to satisfy all its obligations under the Existing Orion Credit Facility and cause Seller and its Affiliates to be released of all obligations thereunder.,

Appears in 1 contract

Samples: Stock Purchase Agreement (P&f Acquisition Corp)

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Refinancing of Debt. (a) Concurrent with the Closing, Seller will (i) offset against any amounts owing to Seller or any Affiliate of Seller (other than any Entertainment Company) from any Entertainment Company all payables owed from Seller or any Affiliate of Seller (other than any Entertainment Company) to such Entertainment Company on the Closing Date and (ii) if following the offset provided for in (i), (A) there are any remaining amounts owing to Seller or any Affiliate of Seller (other than any Entertainment Company) by any Entertainment Company, contribute all such amounts to the capital of such Entertainment Company, or (B) there are any remaining amounts owing to any Entertainment Company, pay all such amounts. (b) Seller and Orion shall cooperate with Buyer, between the date hereof and the Closing Date, in order to assist Buyer in arranging for the New Orion Credit Facility to be executed and become effective concurrent with the Closing, such that funds may be drawn thereunder to be utilized, along with other funds to be made available to Orion by Buyer concurrent with the Closing, to satisfy all of Orion's obligations under the Existing Orion Credit Facility. Buyer covenants to deliver to Orion concurrent with the Closing an amount of cash such that such cash, together with funds available at such time under the New Orion Credit Facility, will be sufficient to permit Orion to satisfy all its obligations under the Existing Orion Credit Facility and cause Seller and its Affiliates to be released of all obligations thereunder.. 45 57

Appears in 1 contract

Samples: Letter of Intent (P&f Acquisition Corp)

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