Leverage Reduction in Bankruptcy Clause Samples

Leverage Reduction in Bankruptcy. Notwithstanding any provision to contrary set forth in this Agreement: (a) The obligations of the Fund under Section 2.1 and Section 2.2 shall not be satisfied by the making of a Mandatory Investment (or any other capital contribution to or investment in the Parent or any of the Consolidated Parties) at any time after the Business Day immediately preceding the first day that a Bankruptcy Event with respect to the Parent or the Borrower shall have occurred. (b) If a Bankruptcy Event with respect to the Parent or the Borrower shall have occurred and be continuing at a time when the Fund is required to make a Mandatory Investment hereunder, the Fund, in lieu of the obligations of the Fund under Section 2.1 and Section 2.2, hereby promises to pay to the Agent (for the ratable benefit of the Lenders), on the date that such Mandatory Investment otherwise would have been required in accordance with the terms of Section 2.1 or Section 2.2, as applicable, an amount equal to the amount of the Mandatory Investment that otherwise would have been so required. (c) In the event that, after the occurrence and during the continuance of a Bankruptcy Event with respect to the Parent or the Borrower, the Credit Parties shall fail to deliver the Required Financial Information to the Agent for any fiscal quarter in compliance with requirements of Section 7.1 of the Credit Agreement and such default shall continue unremedied for a period of at least 45 days, the Fund hereby promises to pay on demand to the Agent (for the ratable benefit of the Lenders) an amount equal to the Investment Commitment at such time. (d) All amounts paid by the Fund to the Agent pursuant to this Section 2.3 immediately shall be applied by the Agent (for the ratable benefit of the Lenders) to pay for the purchase by the Fund of an undivided, non-voting participation interest in the Credit Party Obligations then outstanding under the Credit Documents on a basis subordinated in right of payment to the Credit Party Obligations and the Senior Subordinated Debt on substantially the terms and conditions set forth on Exhibit B.