Term Loan Credit Facility. The Term Loan Credit Facility shall have been duly authorized, executed and delivered by the parties thereto, shall be in full force and effect on terms and conditions reasonably satisfactory to Administrative Agent and shall provide for commitments of not less than $265,000,000;
Term Loan Credit Facility. The Administrative Agent shall have received reasonably satisfactory evidence of the repayment in full of the Term Loan Credit Facility and the release of liens in connection therewith.
Term Loan Credit Facility. On the Plan Effective Date, the Term Loan Credit Facility shall be amended and restated, as set forth in the Plan and consistent with the revised terms set forth below to ensure access to liquidity and improved cash flow going-forward. New Equity Interests •On the Plan Effective Date, Reorganized Debtors shall issue a single class of equity interests (the “New Equity Interests”) to the Consenting Noteholders in accordance with the Plan.•The issuance and distribution of the New Equity Interests under the Plan shall be exempt from the registration requirements of the Securities Act of 1933, as amended, and any State or local securities law, pursuant to section 1145 of the Bankruptcy Code. Private Company •On the Plan Effective Date, Reorganized Debtors shall be a private, non-SEC‑reporting company and shall not be required to list the New Equity Interests on any U.S. or foreign stock exchange. Treatment of Claims3 and Equity Interests Each holder of an allowed Claim or Equity Interest, as applicable, shall receive the treatment described below in full and final satisfaction, settlement, release, and discharge of and in exchange for such holder’s allowed Claim or Interest. Administrative Claims, Priority and Priority Tax Claims On or as soon as practicable after the later to occur of (i) the Plan Effective Date and (ii) the date such claim becomes allowed (or as otherwise set forth in the Plan), each holder of an administrative, priority or priority tax claim will either be satisfied in full, in cash, or otherwise receive treatment consistent with the provisions of section 1129(a)(9) of the Bankruptcy Code.Unclassified Claims Professional Fee Claims The Reorganized Debtors shall pay Professional Fee Claims in Cash in the amount the Bankruptcy Court allows from funds held in the Professional Fee Escrow, as soon as reasonably practicable after such Professional Fee Claims are allowed by entry of an order of the Bankruptcy Court; provided that the Company’s and Reorganized Debtors’ obligations to pay allowed Professional Fee Claims shall not be limited or deemed limited to funds held in the Professional Fee Escrow Account.Unclassified Claims Other Priority Claims Except to the extent that a Holder of an Allowed Other Priority Claim agrees to less favorable treatment, in exchange for full and final satisfaction, settlement, release, and discharge of and in exchange for each Other Priority Claim, each Holder of such Allowed Other Priority Claim shall, at the optio...
Term Loan Credit Facility. Substantially concurrently with the satisfaction of the other conditions precedent set forth in this subsection 6.1, the Parent Borrower shall have entered into the Term Loan Credit Agreement.
Term Loan Credit Facility. Promptly following the receipt or delivery thereof, copies of any material demands or notices of default received or delivered by Company, any of its Subsidiaries, from or to any agent or lender under the Term Loan Credit Facility under or in connection with the Term Loan Credit Facility and copies of any completed amendment, restatement, supplement or other modification to or waiver of the Term Loan Credit Facility or collateral documents related thereto entered into on or after the date hereof;
Term Loan Credit Facility. Upon the expiration of the Commitment Period, the Revolving Credit Facility shall automatically convert to a term loan repayable in accordance with the terms and conditions of the Note, the maturity date of which term loan shall be that date which is forty-five (45) calendar months after the expiration of the Commitment Period.
Term Loan Credit Facility. ADVANCES Section 3.01 The Advances; Closing Date Cashless Settlement Exchange. 61 Section 3.02 Procedure for Borrowing. 162 Section 3.03 Conversions and Elections Regarding Advances 162 Section 3.04 Circumstances Requiring Floating Rate Pricing 1[Reserved] 63 Section 3.05 Interest on Advances 163 ARTICLE 4 CONDITIONS OF LENDING Section 4.01 Conditions Precedent to the Initial Accommodation 164 Section 4.02 No Waiver 166 ii LEGAL_1:80104424.8 ARTICLE 5 REPRESENTATIONS AND WARRANTIES Section 5.01 Representations and Warranties 166 Section 5.02 Survival of Representations and Warranties 174 ARTICLE 6 COVENANTS OF THE LOAN PARTIES Section 6.01 Affirmative Covenants 174 Section 6.02 Negative Covenants 184 Section 6.03 Financial Covenant 189 ARTICLE 7 EVENTS OF DEFAULT Section 7.01 Events of Default 190 Section 7.02 Remedies Upon Demand and Default 192 ARTICLE 8 YIELD PROTECTION Section 8.01 Increased Costs; Reserves on LIBORTerm SOFR Advances 193 Section 8.02 Taxes 195 Section 8.03 Mitigation Obligations: Replacement of Lenders 197 Section 8.04 Illegality; Inability to Determine Rates 1 ARTICLE 9 RIGHT OF SETOFF Section 9.01 Right of Setoff. 198 ARTICLE 10 SHARING OF PAYMENTS BY LENDERS Section 10.01 Sharing of Payments by Lenders 199 ARTICLE 11 ADMINISTRATIVE AGENT’S CLAWBACK Section 11.01 Administrative Agent’s Claw back 100 ARTICLE 12 AGENCY Section 12.01 Appointment and Authority 101 Section 12.02 Rights as a Lender 102 Section 12.03 Exculpatory Provisions 102 Section 12.04 Reliance by Administrative Agent 103 Section 12.05 Indemnification of Agents 104 Section 12.06 Delegation of Duties 104 Section 12.07 Replacement of Administrative Agent or Collateral Agent 105 Section 12.08 Non-Reliance on Agents and Other Lenders 106 Section 12.09 Collective Action of the Lenders 106 Section 12.10 No Other Duties, etc. 106 Section 12.11 Administrative Agent May File Proofs of Claim 107 iii LEGAL_1:80104424.8 Section 12.12 Certain ERISA Matters 107 ARTICLE 13
Term Loan Credit Facility. ADVANCES Section 3.01
Term Loan Credit Facility. 9 3/4% Note Tender Offer Closing. The effectiveness of the consents set forth in Sections 2.1(b), 2.1(c), 2.1(d), 2.1(e), 2.1(f), 2.1(g) and 2.1(h) shall be subject to the satisfaction of each of the following conditions:
Term Loan Credit Facility. (a) Upon the terms and conditions ------------------------- (including, without limitation, the right of the Lender to decline to make any Loan so long as any Default or Event of Default exists) and relying on the representations and warranties contained in this Credit Agreement, the Lender agrees, during the Commitment Period, to make Loans, in immediately available funds to or for the benefit of the Borrower, from time to time on any Business Day designated by the Borrower following receipt by the Lender of a Borrowing Request; provided, however, no Loan shall exceed the then existing Available Commitment.
