Additional Backstop Parties definition

Additional Backstop Parties means Eligible Qualifying Noteholders, other than the Initial Backstop Parties, who have become parties to the Backstop Commitment by the Additional Backstop Participation Deadline.
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Additional Backstop Parties means those Noteholders (or their affiliates) (i) who are designated by Tembec no later than January 31, 2008 (the "Additional Backstop Date") and (ii) who enter into support agreements with Tembec substantially similar to the Support Agreements.
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Additional Backstop Parties means those Second Lien Noteholders that execute a Backstop Joinder Agreement in accordance with the terms of the Backstop Commitment Letter, and their permitted assigns.
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Examples of Additional Backstop Parties in a sentence

  • The Participation Shortfall (if any) shall be funded pro rata by the Initial Backstop Parties and the Additional Backstop Parties based on the Initial Backstop Parties' and the Additional Backstop Parties' respective proportions of the sum of the Initial Backstop Amount and the Additional Backstop Amount.

  • The backstop agreements with the Additional Backstop Parties shall not be on terms more favourable to the Additional Backstop Parties than contained in the backstop agreements with the Initial Backstop Parties.

  • The number of New Common Shares (when issued) equal to (x) 5,000,000 times (y) a fraction, the numerator of which is the Initial Backstop Amount and the denominator of which is the New Loan Amount; • The Additional Backstop Parties shall be entitled to the number of New Common Shares (when issued) equal to (a) 5,000,000 times (b) a fraction, the numerator of which is the Additional Backstop Amount and the denominator of which is the New Loan Amount.

  • Additional Backstop Parties shall fund their Backstop Party’s Commitments in accordance with the Backstop Commitment Letter.

  • On the Effective Date, New Just Energy Parent shall issue the Backstop Commitment Fee Shares to the Initial Backstop Parties and Additional Backstop Parties in accordance with the Backstop Commitment Letter.

  • The Backstop Commitment Fee Shares shall be delivered to the Initial Backstop Parties and Additional Backstop Parties in book-entry form by New Just Energy Parent or its transfer agent.

  • The Initial Backstop Parties and the Additional Backstop Parties that have funded their New Equity Commitments and Commitments in accordance with the terms hereof shall each be entitled to their respective Initial Backstop and Additional Backstop Commitment Pro Rata Share (calculated without including the Backstop Commitment Allocation of any Defaulting Backstop Party) of the Backstop Commitment Fee Shares.

  • To the extent Non-Backstop Parties subscribe for New Equity Offering Shares, the Company shall direct the escrow agent under the Escrow Agreement to, as soon as reasonably practicable following the Effective Date, release the amount of the Additional Backstop Commitment Allocations to the Additional Backstop Parties which amounts are not required to be used to acquire any Backstopped Shares.

  • The Parties hereto and New Just Energy Parent agree to treat, for U.S. federal income tax purposes, the payment of the Backstop Commitment Fee Shares pursuant to this Backstop Commitment Letter as the consideration paid in exchange for the issuance of a put option by the Initial Backstop Parties and the Additional Backstop Parties to New Just Energy Parent with respect to the Backstopped Shares.


More Definitions of Additional Backstop Parties

Additional Backstop Parties means the Persons permitted to join this Backstop Commitment Letter from time to time in accordance with Xxx xxxx 00 (x) xxxxxx . (x) “ Additional Subscription Amount ” means the subscription amount, expressed in dollars, obtained by subtracting (i) the Minimum Commitment Amount, by (ii) the aggregate amount of the Primary Commitments and the Secondary Commitments of the Backstop Parties ; provided that, if the Additional Subscription Amount as so determined would be less than zero, the Additional Subscription Amount will be deemed to be zero for the purposes of this Backstop Commitment Letter . (c) “ Additional Subscription Shares ” means the number of common shares of the Company issuable pursuant to the CBCA Plan, rounded down to the nearest whole number, obtained by dividing (i) the Additional Subscription Amount, by (ii) the Subscription Price . (d) “ Advisors ” means Torys LLP. (e) “ Affiliate ” of any Person shall mean any Person directly or indirectly controlling, controlled by, or under common control with, such Person ; provided, that, for the purposes of this definition, “control” (including, with correlative meanings, the terms “controlled by” and “under common control with”), as used with respect to any Person, shall mean the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such Person, whether through the ownership of voting securities, by contract or otherwise . For greater certainty, an Affiliate of a Person shall include such Person’s investment funds and managed accounts and any funds managed or directed by the same investment advisor . (f) “ Alternative Implementation Process ” has the meaning set forth in the Support Agreement. (g) “ Backstop Commitment Allocation ” means, as to any Backstop Party, the backstop purchase commitment, expressed in dollars, of such Backstop Party as set forth on its signature page and on Schedule “C” hereto, as updated from time to time in accordance with the terms hereof . (h) “ Backstop Commitment Pro Rata Share ” means, as to any Backstop Party, the percentage, rounded to the nearest tenth of a percent, obtained by dividing (i) such Backstop Party’s Backstop Commitment Allocation, by (ii) US $ 00 , 000 , 000 . ( i) “ Business Day ” means each day, other than a Saturday or Sunday or a statutory or civic holiday, that banks are open for business in Toronto and New York. ( j) “ Canadian Dollars ” or “ C$ ” means the lawful money of Canada. (...
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Additional Backstop Parties means those Noteholders (or their affiliates) (a) who are designated by Tembec no later than January 31, 2008, (b) who enter into support agreements with Tembec substantially similar to the Support Agreements executed by each Noteholder Committee Member and (c) who enter into backstop agreements with the Company, Tembec Industries and TEI substantially similar to the backstop agreements entered into by the Initial Backstop Parties.
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Related to Additional Backstop Parties

  • Backstop Parties means, collectively, the Initial Backstop Parties and the Additional Backstop Parties.

  • Investor Parties has the meaning set forth in the Preamble.

  • Backstop Commitment Agreement means that certain Backstop Commitment Agreement, by and between CEOC and the PropCo Preferred Backstop Investors party thereto from time to time, as the same may be amended, amended and restated, supplemented, or otherwise modified from time to time in accordance with its terms, the form of which shall be included in the Plan Supplement.

  • Backstop Agreement has the meaning set forth in the recitals to this Agreement.

  • Additional Purchasers means purchasers of Additional Notes.

  • Purchaser Representative means any person who satisfies all of the following conditions or who the issuer reasonably believes satisfies all of the following conditions:

  • Commitment Parties means the “Commitment Parties” as defined in the Commitment Letter.

  • Backstop Commitment has the meaning set forth in Section 2.2(b).

  • Additional Secured Parties means any Additional Agents and any Additional Creditors.

  • Investor is defined in the preamble to this Agreement.

  • Specified Purchase Agreement Representations means the representations and warranties made by the Seller or the Company in the Purchase Agreement as are material to the interests of the Lenders, but only to the extent that the Borrower (or the Borrower’s Affiliates) has the right (taking into account any applicable cure provisions) to terminate the Borrower’s (or such Affiliates’) obligations under the Purchase Agreement, or to decline to consummate the Acquisition (in each case, in accordance with the terms thereof), as a result of a breach of such representations and warranties.

  • DTC Representation Letter means the Blanket Letter of Representation from the Issuer and the Paying Agent to DTC which provides for a book-entry system, or any agreement between the Issuer and Paying Agent and a successor securities depository duly appointed.

  • Investment Representation Letter As defined in Section 5.02(b).

  • Non-Controlling Note Holder Representative shall have the meaning assigned to such term in Section 6(c).

  • Initial Lenders has the meaning specified in the recital of parties to this Agreement.

  • Controlling Note Holder Representative shall have the meaning assigned to such term in Section 6(a).

  • Original Purchasers means RBC Capital Markets, LLC, Chicago, Illinois, and the other original purchasers designated by the Fiscal Officer in the Certificate of Award.

  • Placement Agent Agreement means that certain placement agent agreement dated as of the date hereof between the Company and the Placement Agent.

  • Additional First Lien Secured Parties means the holders of any Additional First Lien Obligations and any trustee, authorized representative or agent of such Additional First Lien Obligations.

  • Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • Closing Date Term Loan Commitment means, in the case of each Lender that is a Lender on the Closing Date, the amount set forth opposite such Lender’s name on Schedule 1.1(b) as such Lender’s Closing Date Term Loan Commitment. The aggregate amount of the Closing Date Term Loan Commitments as of the Closing Date is $820,000,000.

  • Initial Note Holders shall have the meaning assigned to such term in the preamble to this Agreement.

  • Investor Party has the meaning set forth in Section 4.7.

  • Financing Parties means Parties financing the Project, pursuant to Financing Documents.

  • Incremental Commitment Agreement means each Incremental Commitment Agreement in substantially the form of Exhibit F (appropriately completed, and with such modifications as may be reasonably satisfactory to the Administrative Agent) executed and delivered in accordance with Section 2.14.