Backstop Commitment Parties definition

Backstop Commitment Parties means at any time and from time to time, the parties that have committed to backstop the Rights Offering and are signatories to the Backstop Commitment Agreement, solely in their capacities as such, to the extent provided in the Backstop Commitment Agreement.
Sample 1Sample 2Sample 3
Backstop Commitment Parties means at any time and from time to time, the parties that have committed to backstop the Rights Offering and are signatories to the Backstop Commitment Agreement.
Sample 1Sample 2Sample 3
Backstop Commitment Parties means, at any time or from time to time, the Priority Guaranteed Noteholders and Legacy Noteholders that have committed to fund the Rights Offering and are signatories to the Backstop Commitment Agreement, solely in their capacities as such, including their respective permitted transferees, successors and assigns, all in accordance with the Backstop Commitment Agreement.
Sample 1Sample 2Sample 3

Examples of Backstop Commitment Parties in a sentence

  • Reference is hereby made to that certain Backstop Commitment Agreement, dated as of November 18, 2024, (the “Backstop Commitment Agreement”), by and among the Company, the other Debtors, and the Backstop Commitment Parties.

  • No Backstop Commitment Party or any of its Related Parties shall have any duties or obligations to the other Backstop Commitment Parties in respect of this Agreement, the Plan or the transactions contemplated hereby or thereby, except those expressly set forth herein.

  • Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Debtors and the Required Backstop Commitment Parties, other than an assignment by a Backstop Commitment Party expressly permitted by Section 2.3, and any purported assignment in violation of this Section 10.2 shall be void ab initio.

  • The Backstop Commitment Parties shall have received on and as of the Closing Date a certificate of the chief executive officer or chief financial officer of the Company confirming that the conditions set forth in Sections 7.1(l) (Representations and Warranties), Section 7.1(m) (Covenants) and Section 7.1(n) (Material Adverse Effect) have been satisfied.

  • The restrictions in this Agreement applicable to such Backstop Commitment Parties are binding upon subsequent Transferees of the applicable Direct Allocation Shares, Backstop Shares and Backstop Premium Shares, except for Transferees pursuant to an effective registration statement.

  • This Agreement may be terminated and the transactions contemplated hereby may be abandoned at any time prior to the Closing Date by mutual written consent of the Debtors and the Required Backstop Commitment Parties.

  • If the Closing does not occur within ten (10) Business Days following the Escrow Account Funding Date, all amounts deposited by the Backstop Commitment Parties in the Escrow Account shall be returned to the Backstop Commitment Parties in accordance with the terms and conditions of the Escrow Agreement.

  • The Company shall cooperate in good faith with the Backstop Commitment Parties to reduce or eliminate, to the extent reasonably possible and permitted by applicable Law, any such amounts required to be deducted or withheld.

  • The Joining Party hereby severally, and not jointly and severally, makes the representations and warranties of the Backstop Commitment Parties as set forth in Article V of the Backstop Agreement to the Company as of the date hereof.

  • The Backstop Commitment Parties and the Debtors agree that for U.S. federal and applicable U.S. state, local and territory income Tax purposes, (a) the entering into of the Rights Offering Backstop Commitments pursuant to this Agreement shall be treated as the sale of put options by the Backstop Commitment Parties to the Debtors and (b) the Backstop Premium shall be treated as “put premium” in respect of such options and shall not be treated as a fee (collectively, the “Intended Tax Treatment”).


More Definitions of Backstop Commitment Parties

Backstop Commitment Parties means at any time and from time to time, the parties that have committed to backstop the rights offering and are signatories to the Backstop Commitment Agreement, solely in their capacities as such, to the extent provided in the Backstop Commitment Agreement.
Sample 1Sample 2
Backstop Commitment Parties means Xxxxxxx Watsa Investment Counsel Ltd. and its Affiliates (including Fairfax Financial Holdings Limited), ESAS, OCM EXCO Holdings LLC, and Gen IV and, in each case, their respective Affiliates (excluding, in each case, the Company and its Subsidiaries) and any arranger, representative or agent appointed by such parties to act on their behalf in their collective capacity as the “Backstop Commitment Parties” under the Second Lien Indenture and the other Second Lien Documents.
Sample 1
Backstop Commitment Parties means the Rights Offering Commitment Parties that are parties to the Rights Offering Commitment Agreement as of the relevant determination date who have also agreed to fund their Backstop Subscription Amount in accordance with the terms of the Rights Offering Commitment Agreement.
Sample 1
Backstop Commitment Parties will backstop 100% of the Rights Offering pursuant to those certain backstop commitment agreements, entered into and dated as of December 12, 2018, attached to the Restructuring Support Agreement as Exhibit C, pursuant to which the Backstop Commitment Parties have agreed to backstop the Rights Offering (the “Backstop Commitment Agreement”). The Backstop Commitment Parties shall receive a premium equal to 3.3539% of the New Common Stock issued and outstanding on the Effective Date (the “Put Option Equity Premium”) payable in the form of New Common Stock, at the same discounted purchase price as the Rights Offering, allocated to the Backstop Commitment Parties in proportion to their committed individual backstop (or in cash under certain circumstances, as set forth in the Backstop Commitment Agreement), and to be issued pursuant to section 1145 of the Bankruptcy Code or another available exemption under the Securities Act (with the consent of the Required Consenting Stakeholders, not to be unreasonably withheld). Assuming that Class 10 Existing Common Stock votes to accept the Plan, the fully diluted post-closing New Common Stock on the Effective Date shall be held as the following: Source of New Common Stock Percentage of post-closing New Common Stock on a fully-diluted basis2 Rights Offering 41.9241% Put Option Equity Premium 3.3539% Converted 2020 Notes 18.7932% Converted 2022 Notes 34.4239% Existing Preferred Stock 0.6019% Existing Common Stock 0.9029%
Sample 1
Backstop Commitment Parties has the meaning set forth in the preamble.
Sample 1
Backstop Commitment Parties has the meaning set forth in the Backstop Commitment Agreement.
Sample 1

Related to Backstop Commitment Parties

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

  • 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.

  • Financing Commitment shall have the meaning set forth in Section 6.4.

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

  • Commitment Agreement means the written agreement that may be required at EDTI’s sole discretion between a Customer and EDTI whereby the Customer both authorizes the design and construction of new or expanded Facilities and agrees to pay all cancellation costs if the project is cancelled or if the Customer fails to sign an Electric Service Agreement prior to the energization of the new or expanded Facilities;

  • Debt Commitment Letter has the meaning set forth in Section 6.6.

  • Equity Commitment Letter has the meaning set forth in Section 5.5(a).

  • SBIC Equity Commitment means a commitment by the Borrower to make one or more capital contributions to an SBIC Subsidiary.

  • Revolving Loan Commitment means the commitment of a Revolving Lender to make Revolving Loans to Company pursuant to subsection 2.1A(ii), and “Revolving Loan Commitments” means such commitments of all Revolving Lenders in the aggregate.

  • Other Revolving Facility Commitments means Incremental Revolving Facility Commitments to make Other Revolving Loans.