Required Backstop Commitment Parties definition

Required Backstop Commitment Parties means, at any time, two or more unaffiliated Backstop Commitment Parties providing greater than 66 and 2/3% of the backstop commitments pursuant to the Backstop Commitment Agreement.
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Required Backstop Commitment Parties shall have the meaning as provided in the Backstop Commitment Agreement.
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Required Backstop Commitment Parties means, collectively, the Required Senior Secured Backstop Commitment Parties and the Required Convertible Backstop Commitment Parties.
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Examples of Required Backstop Commitment Parties in a sentence

  • All or any of the conditions set forth in Section 8.1 may only be waived in whole or in part with respect to all Backstop Commitment Parties by a written instrument (with email being sufficient) executed by the Required Backstop Commitment Parties in their sole discretion and if so waived, all Backstop Commitment Parties shall be bound by such waiver.

  • The Transferor hereby represents and warrants that (a) the Subject Transfer has been consented to (or has been deemed consented to pursuant to Section 2.6(d) of the Agreement) by the Required Backstop Commitment Parties; (b) the Subject Transfer has been consented to (or has been deemed consented to pursuant to Section 2.6(d) of the Agreement) by the Company Parties; and (c) the Subject Transfer does not violate any of the provisions contained in Section 2.6(e) of the Agreement.

  • The terms and conditions of this Agreement (other than the conditions set forth in Section 8.1 and Section 8.4, the waiver of which shall be governed solely by Article VIII) may be waived (a) by the Company Parties only by a written instrument executed by the Company Parties and (b) by the Required Backstop Commitment Parties only by a written instrument executed by the Required Backstop Commitment Parties.

  • 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 Company Parties and the Required Backstop Commitment Parties.

  • All conditions precedent to the Plan Effective Date shall have been satisfied or waived by the Required Backstop Commitment Parties.

  • 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.

  • 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.

  • Entry into the Definitive Documents, as required in accordance with the terms of the Transaction Support Agreement, in each case reasonably acceptable in form and substance reasonably acceptable to the Required Backstop Commitment Parties.

  • The Purchase Account shall be established with the Exchange Agent or an escrow agent reasonably satisfactory to the Required Backstop Commitment Parties and the Company Parties pursuant to a customary agreement in form and substance reasonably satisfactory to the Required Backstop Commitment Parties and the Company Parties.

  • 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 Company Parties and the Required Backstop Commitment Parties, other than an assignment by a Backstop Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any purported assignment in violation of this Section 11.2 shall be void ab initio and of no force or effect.


More Definitions of Required Backstop Commitment Parties

Required Backstop Commitment Parties means, as of the date of determination, the Backstop Commitment Parties holding a majority of the aggregate amount of Backstop Commitments of all Backstop Commitment Parties (excluding any Defaulting Backstop Commitment Parties and their corresponding Backstop Commitments).
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Related to Required 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.

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

  • Backstop Parties means those parties that agree to backstop the Rights Offering pursuant to the Backstop Commitment Letter, each in its respective capacity as such.

  • Initial Commitment means, as to the Lender, its obligation to make an Initial Loan to the Borrower pursuant to Section 2.01(a) in an aggregate amount not to exceed the amount set forth opposite the Lender’s name in Schedule 1.01A under the caption “Initial Commitment”, as such amount may be adjusted from time to time in accordance with this Agreement (including Section 2.14). The initial aggregate amount of the Initial Commitments is $75,000,000.

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

  • Incremental Commitment Agreement means each Incremental Commitment Agreement in the form of Exhibit R (appropriately completed) executed and delivered in accordance with Section 2.14.

  • Equity Commitment Letters has the meaning set forth in Section 6.6(a).

  • Financial Commitment means the legally binding undertaking of the Operator to mobilize the financial requirements of the project, for ensuring the completion of the project;

  • Majority Revolving Credit Facility Lenders the Majority Facility Lenders in respect of the Revolving Credit Facility.

  • 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;

  • Supermajority Revolving Lenders means Lenders having (a) 80% or more of the Revolving Loan Commitments of all Lenders, or (b) if the Revolving Loan Commitments have been terminated, 80% or more of the aggregate outstanding amount of the Revolving Loan (with the Swing Line Loan being attributed to the Lender making such Loan) and Letter of Credit Obligations.

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

  • Majority Revolving Lenders at any time, (a) if only one Revolving Lender holds the Total Revolving Commitments at such time, such Revolving Lender, both before and after the termination of such Revolving Commitment; and (b) if more than one Revolving Lender holds the Total Revolving Commitment, at least two Revolving Lenders who hold more than 50% of the Total Revolving Commitments (including, without duplication, the L/C Commitments) or, at any time after the termination of the Revolving Commitments when such Revolving Commitments were held by more than one Revolving Lender, at least two Revolving Lenders who hold more than 50% of the Total Revolving Extensions of Credit then outstanding (including, without duplication, any L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans at such time)); provided that the Revolving Commitments of, and the portion of the Revolving Loans and participations in L/C Exposure and Swingline Loans held or deemed held by, any Defaulting Lender shall be excluded for purposes of making a determination of Majority Revolving Lenders; provided further that a Lender and its Affiliates shall be deemed one Lender.

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

  • Financing Commitments has the meaning set forth in Section 5.7.

  • Equity Commitment means (a) options, warrants, convertible securities, exchangeable securities, subscription rights, conversion rights, exchange rights, or other Contracts that could require a Person to issue any of its Equity Interests or to sell any Equity Interests it owns in another Person; (b) any other securities convertible into, exchangeable or exercisable for, or representing the right to subscribe for any Equity Interest of a Person or owned by a Person; (c) statutory pre-emptive rights or pre-emptive rights granted under a Person's Organizational Documents; and (d) stock appreciation rights, phantom stock, profit participation, or other similar rights with respect to a Person.

  • Revolving Commitment Amount means the Revolving Commitment amount (if any) set forth adjacent to such Lender’s name on Schedule A attached hereto (or, in the case of any Lender that became party to this Agreement after the Closing Date pursuant to Section 16.3(c) or (d) hereof, the Revolving Commitment amount (if any) of such Lender as set forth in the applicable Commitment Transfer Supplement).

  • Majority Revolving Credit Lenders means Lenders having more than 50% of the sum of all Revolving Credit Loans outstanding, LC Exposure and unused Revolving Credit Commitments; provided that the unused Revolving Credit Commitment of, and the portion of the aggregate outstanding amount of all Revolving Credit Loans and LC Exposure, held or deemed held by any Defaulting Lender shall be excluded for purposes of making a determination of Majority Revolving Credit Lenders.

  • Incremental Lenders has the meaning set forth in Section 2.14(c).

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

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

  • 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.

  • Debt Commitment Letters shall have the meaning set forth in Section 5.7(a), as supplemented by Section 6.11, as applicable.

  • L/C Commitment Amount has the meaning given to that term in Section 2.3.(a).