Commitment Premium definition

Commitment Premium has the meaning set forth in Section 3.1.
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Commitment Premium means a premium equal to (i) 6.0% of the committed Rights Offering Amount, payable to the Backstop Parties in New Common Stock (issued at the same price as the Rights Offering Shares), or (ii) 4.0% of the committed Rights Offering Amount, payable in Cash if the Backstop Commitment Agreement is terminated for any reason other than by the Debtors due to the failure of any Commitment Party to complete the Rights Offering in violation of the Backstop Commitment Agreement, in each case in accordance with the Backstop Approval Order.
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Commitment Premium as defined in Section 2.8(b).
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Examples of Commitment Premium in a sentence

  • The provisions for the payment of the Commitment Premium and Expense Reimbursement are an integral part of the transactions contemplated by this Agreement and without these provisions the Commitment Parties would not have entered into this Agreement, and the Commitment Premium and Expense Reimbursement shall constitute allowed administrative expenses of the Debtors’ estate under Sections 503(b) and 507 of the Bankruptcy Code.

  • The provisions for the payment of the Commitment Premium, the Termination Fee and Expense Reimbursement, and the indemnification provided herein, are an integral part of the transactions contemplated by this Agreement and without these provisions the Commitment Parties would not have entered into this Agreement.

  • For the avoidance of doubt, to the extent payable in accordance with the terms of this Agreement, the Commitment Premium will be payable regardless of the amount of Unsubscribed Shares (if any) actually purchased.

  • Such Investor understands that the Investor Shares (including any Commitment Premium Shares) have not been registered under the Securities Act by reason of a specific exemption from the registration provisions of the Securities Act, the availability of which depends on, among other things, the bona fide nature of the investment intent and the accuracy of such Investor’s representations as expressed herein or otherwise made pursuant hereto.

  • The Commitment Premium shall be paid by the Debtors on the Closing Date as set forth above.

  • Each Commitment Party shall provide the Company at least 15 (fifteen) Business Days’ prior written notice of its election to receive the Commitment Premium in the form of (x) Rights Offering Securities, which shall be Rights Offering Shares absent any requirement as reasonably determined by the Company in consultation with the Commitment Parties under the Xxxxx Act for such Commitment Party to receive Rights Offering Warrants, or (y) cash.

  • The parties hereto agree for all Tax purposes to treat the exchange of the Backstop Commitment for the Commitment Premium as an issuance by the Commitment Parties to the Company of a put right with respect to the Unsubscribed Securities in exchange for the Commitment Premium.

  • It is hereby agreed that the relative benefits to the Indemnifying Parties, on the one hand, and all Indemnified Persons, on the other hand, shall be deemed to be in the same proportion as (a) the total value received or proposed to be received by the Company pursuant to the issuance and sale of the Rights Offering Securities in the Rights Offering contemplated by this Agreement and the Plan bears to (b) the Commitment Premium paid or proposed to be paid to the Commitment Parties.

  • Such Investor is acquiring its Investor Shares (including the Commitment Premium Shares) for its own account, not as a nominee or agent, and not with the view to, or for resale in connection with, any distribution thereof not in compliance with applicable securities Laws, and such Investor has no present intention of selling, granting any participation in, or otherwise distributing the same, except in compliance with applicable securities Laws.

  • It is hereby agreed that the relative benefits to the Indemnifying Person, on the one hand, and all Indemnified Persons, on the other hand, shall be deemed to be in the same proportion as (i) the total value rec eived or proposed to be received by the Company pursuant to the issuance and sale of the New Equity Interests in the Rights Offering contemplated by this Agreement and the Plan, bears to (ii) the Backstop Commitment Premium paid or proposed to be paid to the Commitment Parties.


More Definitions of Commitment Premium

Commitment Premium means the premium payable to the Backstop Parties in consideration for the commitments of the Backstop Parties under the Backstop Purchase Agreement, which premium shall be equal to 7.5% of the maximum Rights Offering Amount ($6,375,000) and shall be payable in the form of New Interests based on the Per Share Purchase Share (or, in the case of any Priority Backstop Party that elects to make Exit Term Loans to the Reorganized Debtors, in the form of additional Exit Term Loans).
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Commitment Premium has the meaning set forth in Article IV.E of this Plan.
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Commitment Premium means the premium payable to the Backstop Parties in consideration for the commitments of the Backstop Parties under the Backstop Purchase Agreement, which premium shall be equal to 7.5% of the maximum Rights Offering Amount ($6,375,000) and shall be payable in the form of New Interests based on the Per Share Purchase Price (or, in the case of any Priority Backstop Party that elects to make Exit Term Loans to the Reorganized Debtors, in the form of additional Exit Term Loans).
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Commitment Premium is defined in Section 2.02(b)(ii).
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Commitment Premium means a fee of 6% of the Rights Offering Amount, payable to the Backstop Parties in New Common Stock as more fully set forth in the Backstop Commitment Agreement.
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Commitment Premium has the meaning set forth in Section 3.1. “Commitment Premium Party” means each Senior Commitment Party (including in its capacity as Incremental Senior Commitment Party) and each Joinder Commitment Party that is an Exit Term Loan Party. “Commitment Premium Share Amount” means, (a) with respect to a Joinder Commitment Party that has backstopped its Required Exit Term Loan Share by the Required Exit Term Loan Commitment Date, the number of Common Units equal to the product of (i) the quotient obtained by dividing (A) such Joinder Commitment Party’s Commitment Percentage by (B) the aggregate Commitment Percentages of the Joinder Commitment Parties, taken as a whole, and (ii) the quotient obtained by dividing (A) the Joinder Commitment Premium Maximum Amount by (B) the Per Unit Purchase Price; (b) with respect to an Incremental Senior Backstop Party, the number of Common Units equal to the product of (i) the quotient obtained by dividing (A) such Incremental Senior Commitment Party’s Incremental Commitment Percentage by (B) the aggregate Incremental Commitment Percentage of the Incremental Senior Commitment Parties, taken as a whole, and (ii) the quotient obtained by dividing (A) the Incremental Senior Commitment Premium Amount by (B) the Per Unit Purchase Price, and (c) with respect to a Senior Commitment Party, the number of Common Units equal to the product of (i) the quotient obtained by dividing (A) such Senior Commitment Party’s Commitment Percentage by (B) the aggregate Commitment Percentage of the Senior Commitment Parties, taken as a whole, and (ii) the quotient obtained by dividing (A) the Senior Commitment Premium Amount by (B) the Per Unit Purchase Price. For the avoidance of doubt, any Commitment Party that is both an Incremental Senior Commitment Party and a Senior Commitment Party shall be entitled to receive its proportional amount of the Senior Commitment Premium Amount and the Incremental Senior Commitment Premium Amount. “Commitment Schedule” means Schedule 1 to this Agreement, as amended, supplemented or otherwise modified from time to time in accordance with this Agreement. “Commitments” means, collectively, the Rights Offering Backstop Commitment and the 4(a)(2)
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Related to Commitment Premium

  • Revolving Credit Commitment Fee shall have the meaning assigned to such term in Section 2.05(a).

  • Commitment Fee has the meaning specified in Section 2.09(a).

  • Unutilized Revolving Loan Commitment means, with respect to any Lender at any time, such Lender’s Revolving Loan Commitment at such time less the sum of (i) the aggregate outstanding principal amount of all Revolving Loans made by such Lender at such time and (ii) such Lender’s RL Percentage of the Letter of Credit Outstandings at such time.

  • Aggregate Revolving Loan Commitment means the aggregate of the Revolving Loan Commitments of all the Revolving Lenders, as may be reduced or increased from time to time pursuant to the terms hereof. The initial Aggregate Revolving Loan Commitment is Two Hundred Fifty Million and 00/100 Dollars ($250,000,000.00).

  • Incremental Revolving Commitment has the meaning assigned to such term in Section 2.14(a).

  • Loan Commitment has the meaning set forth in Section 2.1.

  • Incremental Revolving Credit Commitment means the commitment of any Lender, established pursuant to the Credit Agreement, to make available certain revolving credit loans to one or more Borrowers.

  • Term Loan B Commitment means, with respect to each Lender, its Term Loan B Commitment, and, with respect to all Lenders, their Term Loan B Commitments, in each case as such Dollar amounts are set forth beside such Lender's name under the applicable heading on Schedule C-1 or on the signature page of the Assignment and Acceptance pursuant to which such Lender became a Lender hereunder in accordance with the provisions of Section 14.1.

  • Term Loan Amount means with respect to any Term Loan Lender, the amount equal to its Term Loan Percentage of the aggregate principal amount outstanding under the Term Loan.

  • Revolving Loan Commitment Amount means, on any date, $30,000,000, as such amount may be reduced from time to time pursuant to Section 2.2.

  • Incremental Loan Commitment shall have the meaning ascribed to such term in Section 2.22(a).

  • Term Loan Commitment Percentage means, for any Lender, the percentage identified as its Term Loan Commitment Percentage on Schedule 2.1(a), as such percentage may be modified in connection with any assignment made in accordance with the provisions of Section 9.6.

  • Term Loan Commitment is, for any Lender, the obligation of such Lender to make a Term Loan, up to the principal amount shown on Schedule 1.1. “Term Loan Commitments” means the aggregate amount of such commitments of all Lenders.

  • Applicable Facility Fee means the percentage set forth in the table below corresponding to the Level at which the “Applicable Margin” is determined in accordance with the definition thereof: Level Facility Fee 2 0.125% 3 0.150% 4 0.200% 5 0.250%

  • Incremental Revolving Facility Commitment means the commitment of any Lender, established pursuant to Section 2.21, to make Incremental Revolving Loans to the Borrower.

  • Term Loan Commitment Amount means, (a) as to any Lender that is a Lender on the Closing Date, the dollar amount set forth opposite such Lender’s name on the Commitment Annex under the column “Term Loan Commitment Amount”, as such amount may be adjusted from time to time by any amounts assigned (with respect to such Lender’s portion of Term Loans outstanding and its commitment to make advances in respect of the Term Loan) pursuant to the terms of any and all effective assignment agreements to which such Lender is a party, and (b) as to any Lender that becomes a Lender after the Closing Date, the amount of the “Term Loan Commitment Amount(s)” of other Lender(s) assigned to such new Lender pursuant to the terms of the effective assignment agreement(s) pursuant to which such new Lender shall become a Lender, as such amount may be adjusted from time to time by any amounts assigned (with respect to such Lender’s portion of Term Loans outstanding and its commitment to make advances in respect of the Term Loan) pursuant to the terms of any and all effective assignment agreements to which such Lender is a party.

  • Total Unutilized Revolving Loan Commitment means, at any time, an amount equal to the remainder of (x) the Total Revolving Loan Commitment in effect at such time less (y) the sum of (i) the aggregate principal amount of all Revolving Loans and Swingline Loans outstanding at such time plus (ii) the aggregate amount of all Letter of Credit Outstandings at such time.

  • Commitment Amount means the aggregate amount of up to Ten Million Dollars ($10,000,000) which the Investor has agreed to provide to the Company in order to purchase the Company's Common Stock pursuant to the terms and conditions of this Agreement.

  • Letter of Credit Commitment Amount means, on any date, a maximum amount of $25,000,000, as such amount may be reduced from time to time pursuant to Section 2.2.

  • Tranche B Term Loan Commitment means, with respect to each Lender, the commitment, if any, of such Lender to make a Tranche B Term Loan to the Borrower hereunder in a principal amount equal to the amount set forth on Schedule 1.01(b) (or in the case of any Continuing Tranche B Term Loan Lender, the amount of its Existing Tranche B Term Loan continued as a Tranche B Term Loans (as specified in its Term Loan Lender Addendum) pursuant to Section 2.01(b)(i).

  • Aggregate Revolving Credit Commitment means the aggregate of the Revolving Credit Commitments of all the Lenders, as reduced or increased from time to time pursuant to the terms hereof. The Aggregate Revolving Credit Commitment as of the date hereof is $250,000,000.

  • Aggregate Revolving Commitment means the aggregate amount of the Revolving Commitments of all of the Lenders, as reduced or increased from time to time pursuant to the terms and conditions hereof. As of the Effective Date, the Aggregate Revolving Commitment is $200,000,000.

  • Revolving Loan Commitment means, for each Bank, the amount set forth opposite such Bank's name in Schedule I directly below the column entitled "Revolving Loan Commitment," as same may be (x) reduced from time to time pursuant to Sections 3.02, 3.03 and/or 10 or (y) adjusted from time to time as a result of assignments to or from such Bank pursuant to Section 1.13 or 13.04(b).

  • Total Revolving Loan Commitment means, at any time, the sum of the Revolving Loan Commitments of each of the Lenders at such time.

  • Term Loan A Commitment means, with respect to each Lender, its Term Loan A Commitment, and, with respect to all Lenders, their Term Loan A Commitments, in each case as such Dollar amounts are set forth beside such Lender's name under the applicable heading on Schedule C-1 or on the signature page of the Assignment and Acceptance pursuant to which such Lender became a Lender hereunder in accordance with the provisions of Section 14.1.