Common use of Auction Procedures Clause in Contracts

Auction Procedures. This Exhibit K is intended to summarize certain basic terms of procedures with respect to certain Term Borrower buy-backs pursuant to and in accordance with the terms and conditions of Section 10.06(g) of the Credit Agreement to which this Exhibit K is attached. It is not intended to be a definitive list of all of the terms and conditions of a Dutch Auction and all such terms and conditions shall be set forth in the applicable auction procedures documentation set for each Dutch Auction (the “Offer Documents”). None of the Administrative Agent, an investment bank of recognized standing selected by the Term Borrower and consented to by the Administrative Agent (the “Auction Manager”) or any of their respective Affiliates makes any recommendation pursuant to the Offer Documents as to whether or not any Term Lender should sell by assignment any of its Term Loans pursuant to the Offer Documents (including, for the avoidance of doubt, by participating in the Dutch Auction as a Term Lender) or whether or not the Term Borrower should purchase by assignment any Term Loans from any Term Lender pursuant to any Dutch Auction. Each Term Lender should make its own decision as to whether to sell by assignment any of its Term Loans and, if so, the principal amount of and price to be sought for such Term Loans. In addition, each Term Lender should consult its own attorney, business advisor or tax advisor as to legal, business, tax and related matters concerning any Dutch Auction and the Offer Documents. Capitalized terms not otherwise defined in this Exhibit K have the meanings assigned to them in the Credit Agreement among C&J Energy Services LTD., a Bermuda exempted company, XX Xxx Holdings S.À X.X., a Luxembourg private limited liability company (société à responsabilité limitée), having its registered office at 00, xxx Xxxxxx Xxxxxxx, L-2540 Luxembourg, having a share capital of $2,000,000 and registered with the Luxembourg Register of Commerce and Companies under number B190.857, and CJ Holding Co., a Delaware corporation, the Lenders from time to time party thereto, and Bank of America, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer (as amended, restated, supplemented or otherwise modified from time to time, the “Agreement”).

Auction Procedures. This Exhibit K outline is intended to summarize certain basic terms of procedures with respect to certain Term Borrower buy-backs the Auction Procedures pursuant to and in accordance with the terms and conditions of Section 10.06(g) 2.22 of the Term Loan Credit Agreement Agreement, dated as of August 5, 2014 (as amended, amended and restated, modified, supplemented, extended, renewed, restated or otherwise modified from time to which this Exhibit K is attachedtime, the “Credit Agreement”), among OVERSEAS SHIPHOLDING GROUP, INC., a Delaware corporation, OSG BULK SHIPS, INC., a New York corporation (the “Borrower”), the Subsidiary Guarantors from time to time party thereto, the lenders from time to time party thereto (the “Lenders”), Jefferies Finance LLC, as administrative agent for the Lenders (in such capacity, including any successor thereto, the “Administrative Agent”), Jefferies Finance LLC, as collateral agent and mortgage trustee for the Secured Parties, and the other Agents party thereto. It This is not intended to be a definitive list of all of the terms and conditions of a Dutch an Auction (as defined below) and all such terms and conditions shall be set forth in the applicable auction procedures documentation Auction Procedures set for each Dutch Auction (the “Offer Documents”). None of the Administrative Agent, an investment bank of recognized standing selected by the Term Borrower and consented to by the Administrative Agent (the “Auction Manager”) , any other Agent or any of their respective Affiliates makes any recommendation pursuant to the Offer Documents as to whether or not any Term Lender should sell by assignment any of its Term Loans to the Borrower pursuant to the Offer Documents (including, for the avoidance of doubt, by participating in the Dutch Auction as a Term Lender) or whether or not the Term Borrower should purchase by assignment any Term Loans from any Term Lender the Lenders pursuant to any Dutch Auction. Each Term Lender should make its own decision as to whether to sell by assignment any of its Term Loans and, if so, the principal amount of and price to be sought for such Term Loans. In addition, each Term Lender should consult its own attorney, business advisor or tax advisor as to legal, business, tax and related matters concerning any Dutch this Auction and the Offer Documents. Capitalized terms not otherwise defined in this Exhibit K G have the meanings assigned to them in the Credit Agreement among C&J Energy Services LTDAgreement., a Bermuda exempted company, XX Xxx Holdings S.À X.X., a Luxembourg private limited liability company (société à responsabilité limitée), having its registered office at 00, xxx Xxxxxx Xxxxxxx, L-2540 Luxembourg, having a share capital of $2,000,000 and registered with the Luxembourg Register of Commerce and Companies under number B190.857, and CJ Holding Co., a Delaware corporation, the Lenders from time to time party thereto, and Bank of America, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer (as amended, restated, supplemented or otherwise modified from time to time, the “Agreement”).

Auction Procedures. This Exhibit K B is intended to summarize certain basic terms of the modified Dutch auction procedures with respect to certain Term Borrower buy-backs pursuant to and in accordance with the terms and conditions of Section 10.06(g) 2.25 of the Credit Agreement to (as defined below), of which this Exhibit K B is attacheda part. It is not intended to be a definitive list statement of all of the terms and conditions of a modified Dutch Auction and all such auction, the definitive terms and conditions for which shall be set forth in the applicable auction procedures documentation set for each Dutch Auction Notice (the “Offer Documents”as defined below). None of the Administrative Agent, an investment bank of recognized standing selected by the Term Borrower and consented to by the Administrative Agent [ ] (the “Auction Manager”) ), or any of their respective its Affiliates makes any recommendation pursuant to the Offer Documents any Auction Notice as to whether or not any Term Lender should sell participate in a Purchase Offer, nor shall the decision by assignment the Administrative Agent or the Auction Manager (or any of their Affiliates) in its Term Loans pursuant to the Offer Documents (including, for the avoidance of doubt, by participating in the Dutch Auction capacity as a Term Lender) or whether or not the Term Borrower should purchase by assignment any Term Loans from any Term Lender pursuant to any Dutch Auctionparticipate in a Purchase Offer be deemed to constitute such a recommendation. Each Term Lender should make its own decision as to whether to sell by assignment any of its Term Loans and, if so, participate in a Purchase Offer and as to the principal amount of and price to be sought for such Term Loans. In addition, each Term Lender should consult its own attorney, business advisor or tax advisor as to legal, business, tax and related matters concerning any Dutch Auction each Purchase Offer and the Offer DocumentsAuction Notice. Capitalized terms not otherwise defined in this Exhibit K B have the meanings assigned to them in the Second Lien Credit Agreement Agreement, dated as of August 1, 2014, among C&J Energy Services LTD., a Bermuda exempted company, XX Xxx Holdings S.À X.X., a Luxembourg private limited liability company XXXXX GAMING GROUP INC. (société à responsabilité limitée“Parent”), having its registered office at 00XXXXX HOLDINGS COÖPERATIEVE U.A. (“Holdings”), xxx Xxxxxx XxxxxxxXXXXX HOLDINGS B.V. (“Dutch Borrower”), L-2540 LuxembourgXXXXX (US) CO-BORROWER, having a share capital of $2,000,000 and registered LLC (together with the Luxembourg Register of Commerce and Companies under number B190.857, and CJ Holding Co., a Delaware corporationDutch Borrower, the Lenders “Borrowers”), the lenders party thereto from time to time party thereto, and Bank of America, N.A.BARCLAYS BANK PLC, as administrative agent (the “Administrative Agent, Swing Line Lender ”) and an L/C Issuer collateral agent (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”).