Treatment of Existing Credit Agreement. Notwithstanding anything in this Certificate of Designations to the contrary, but subject to the terms set forth herein, the Company shall not pay, and shall not be required to pay, any Change of Control Put Price unless the Obligations (as defined in the Existing Credit Agreement) are fully satisfied prior to or simultaneously with such payment of the Change of Control Put Price.
Treatment of Existing Credit Agreement. Notwithstanding anything to the contrary contained herein, to the extent Borrower or any of its Restricted Subsidiaries (i) incurred any Indebtedness under Section 6.01(e), (k), (r) or (s) of the Existing Credit Agreement or clause (iii) of the proviso to Section 6.01(n) of the Existing Credit Agreement, (ii) incurred any Liens under Section 6.02(w) of the Existing Credit Agreement, (iii) made any Investments under Sections 6.04(e)(ii), (q), (r), (s) or (t) of the Existing Credit Agreement, (iv) made any dispositions under Sections 6.06(b) or (k) of the Existing Credit Agreement and (v) made or paid any Dividends under Sections 6.08(b), (c) or (h) of the Existing Credit Agreement during the period from November 30, 2012 (or in the case of such clause (c), from and including January 1, 2014) to and including the day immediately preceding the Closing Date, then, in each case, such incurrence or Indebtedness and/or Liens, Investments, dispositions and/or payments of Dividends, as the case may be, shall be deemed to have been incurred or made pursuant to the corresponding Sections under this Agreement (in the case of Section 6.04(t) prior to giving effect to the Second Amendment).
Treatment of Existing Credit Agreement. Prior to or at the Closing, the Company and its Subsidiaries shall deliver an executed payoff letter with respect to the Existing Credit Agreement (the “Debt Payoff Letter”) in form and substance reasonably satisfactory to Parent with respect to the Existing Credit Agreement (a draft of which the Company shall use its commercially reasonable efforts to provide to Parent no less than three (3) Business Days prior to the anticipated Closing Date). The Debt Payoff Letter shall (A) confirm the full outstanding amount then outstanding, along with accrued interest thereon and all fees and other Table of Contents obligations of the Company and its Subsidiaries accrued under the Existing Credit Agreement, (B) contain payment instructions and (C) evidence the satisfaction, release and discharge of the debt and liabilities under the Existing Credit Agreement and the agreement by the lenders thereunder (or their agent) to release all liens upon the payment of such amount in accordance with the payment instructions. Prior to or at the Closing, the Company and its Subsidiaries shall have obtained documents, including an authorization to file UCC termination statements upon such payment, executed terminations and releases of outstanding mortgages, as are reasonably necessary to release such liens.
Treatment of Existing Credit Agreement. Immediately prior to the Effective Date, all loans outstanding under the Existing Credit Agreement shall be purchased by the Lenders in accordance with Section 2.01 and Section 2.02, and all outstanding letters of credit issued under the Existing Credit Agreement shall be deemed to be Letters of Credit issued and outstanding under this Agreement (and all accrued unpaid fees thereon shall begin to accrue at the rates set forth in this Agreement). On and after the Effective Date, this Agreement and the other Loan Documents shall amend, restate and supercede in their entirety and replace the Existing Credit Agreement and the other documents related thereto (other than the Mortgages, any UCC filings and any filings made with the U.S. Patent and Trademark Office evidencing the Administrative Agent’s and Lenders’ continuing Lien on, and security interest in, any of the Collateral, which Lien and security interest shall be deemed to continue from the date such Mortgage or filing was recorded or filed, as applicable and maintain their priority accordingly); provided, however, that the execution and delivery of this Agreement and the other Loan Documents shall not (a) operate as a waiver of any right, power or remedy of the Existing Lenders under the Existing Credit Agreement and the other related documents, except to the extent expressly waived in this Agreement and the other Loan Documents, (b) extinguish, impair or constitute a novation of any obligations of Holdings or the Guarantors under the Existing Credit Agreement or the related documents except to the extent any such obligation is actually satisfied by Holdings or a Guarantor thereunder or (c) extinguish or impair any indemnification or similar rights under the Existing Credit Agreement which by their terms would survive the termination of the Existing Credit Agreement. Promptly upon the closing of this Agreement and the receipt by the Lenders of their respective Notes, such Lenders that were also Existing Lenders under the Existing Credit Agreement shall return to Holdings any Notes delivered to such Existing Lender in connection with the Existing Credit Agreement marked “cancelled”.
Treatment of Existing Credit Agreement. Notwithstanding anything in this Certificate of Designations to the contrary but subject to the terms set forth herein, the Corporation shall not pay, and shall not be required to pay, any Fundamental Change Repurchase Price unless either (i) the Obligations (as defined in the Existing Credit Agreement) under the Existing Credit Agreement (or equivalent term under any replacement thereof or similar facility) are fully satisfied prior to or simultaneously with such payment of the Fundamental Change Repurchase Price or (ii) any event of default or covenant breach under the Existing Credit Agreement (or any replacement thereof or similar facility) related to the occurrence of such Fundamental Change and resultant payment obligations hereunder has been duly waived pursuant to the terms of such Existing Credit Agreement (or any replacement thereof or similar facility). If the funds of the Corporation that may be paid pursuant to the Fundamental Change Repurchase Offer by the Corporation are limited pursuant to this Section 9.7, on any Fundamental Change Repurchase Date, those funds which are otherwise available will be used first to pay the cash portion of the Fundamental Change Repurchase Price, on a pro rata basis, to the Holders thereof based on the number of shares of Series A Convertible Preferred Stock then held, for the maximum possible number of shares of the Series A Convertible Preferred Stock being repurchased in accordance with the aggregate repurchase proceeds payable with respect to the shares of Series A Convertible Preferred Stock to be repurchased. At any time thereafter when and to the extent that the Existing Credit Agreement (or any replacement thereof or similar facility) permits or does not prevent such payment or delivery, such funds will be used to repurchase the balance of the shares of Series A Convertible Preferred Stock which the Corporation was theretofore obligated to repurchase but for this Section 9.7. Any shares of Series A Convertible Preferred Stock the Fundamental Change Repurchase Price for which is not satisfied as of the Fundamental Change Repurchase Date as a result of the circumstances described in this Section 9.7 shall remain outstanding until such shares shall have been repurchased and the Fundamental Change Repurchase Price therefor, as applicable, shall have been paid or set aside for payment in full (and dividends shall continue to accrue on any such shares of Series A Preferred Stock that remain outstanding as set...
Treatment of Existing Credit Agreement. On the Effective Date, all loans outstanding under the Existing Credit Agreement shall be purchased by the Lenders in accordance with, and to the extent required under, Section 2.01, and all outstanding letters of credit issued under the Existing Credit Agreement shall be deemed to be Letters of Credit issued and outstanding under this Agreement (and all accrued unpaid fees thereon shall begin to accrue at the rates set forth in this Agreement). On and after the Effective Date, this Agreement shall amend, restate and supersede in its entirety and replace the Existing Credit Agreement; provided, however, that the execution and delivery of this Agreement and the other Loan Documents shall not (a) operate as a waiver of any right, power or remedy of the Existing Lenders under the
