Purchase Closing. On the Purchase Date, (a) the Purchasing Creditors and the each applicable First Lien Agent will execute and deliver the assignment agreement referenced in Section 8.1 hereof, (b) the Purchasing Creditors will pay the Purchase Price to the applicable First Lien Agent or First Lien Agents by wire transfer of immediately available funds, (c) the Purchasing Creditors will deposit with the applicable First Lien Agent or First Lien Agents or its or their designee by wire transfer of immediately available funds, 105% of the aggregate undrawn amount of all then outstanding letters of credit issued under any First Lien Debt Facility and the aggregate facing and similar fees that will accrue thereon through the stated maturity of such letters of credit (assuming no drawings thereon before stated maturity) and (d) each of the Purchasing Creditors will execute and deliver to the applicable First Lien Agent or First Lien Agents a waiver and release of all claims arising out of this Agreement, the relationship between the First Lien Secured Parties and the Second Lien Secured Parties in connection with the First Lien Documents and the Second Lien Documents, and the transactions contemplated hereby as a result of exercising the purchase option contemplated by this Article 8.
Appears in 2 contracts
Sources: Indenture (Arconic Rolled Products Corp), Indenture (Arconic Inc.)
Purchase Closing. On the Purchase Date, (a) the Purchasing Creditors and the each applicable First Lien Agent will execute and deliver the assignment agreement referenced in Section 8.1 hereofAssignment, (b) the Purchasing Creditors will pay the Purchase Price to the applicable First Lien Agent or First Lien Agents by wire transfer of immediately available funds, (c) the Purchasing Creditors will deposit with the applicable First Lien Agent or First Lien Agents or its or their designee by wire transfer of immediately available funds, 105% of the aggregate undrawn amount of all then outstanding letters of credit issued under any First Lien Debt Facility Letters of Credit and the aggregate facing and similar fees that will accrue thereon through the stated maturity of such letters the Letters of credit Credit (assuming no drawings thereon before stated maturity) ), and (d) each of the Purchasing Creditors will execute and deliver to the applicable First Lien Agent or First Lien Agents a waiver and release of of, and covenant not to s▇▇ in respect of, all claims arising out of this Agreement, the relationship between the First Lien Secured Parties Creditors and the Second Lien Secured Parties Creditors in connection with the First Lien Documents and the Second Lien Documents, and the transactions contemplated hereby as a result of exercising the purchase option contemplated by this Article 8Section 5.
Appears in 2 contracts
Sources: Intercreditor Agreement (Rand Logistics, Inc.), Intercreditor Agreement (Rand Logistics, Inc.)
Purchase Closing. On the Purchase Date, (a) the Purchasing Creditors and the each applicable First Lien Agent will execute and deliver the assignment agreement referenced in Section 8.1 hereofAssignment, (b) the Purchasing Creditors will pay the Purchase Price to the applicable First Lien Agent or First Lien Agents by wire transfer of immediately available funds, (c) the Purchasing Creditors will deposit with the applicable First Lien Agent or First Lien Agents or its or their designee by wire transfer of immediately available funds, 105% of the aggregate undrawn amount of all then outstanding letters of credit issued under any First Lien Debt Facility Letters of Credit and the aggregate facing and similar fees that will accrue thereon through the stated maturity of such letters the Letters of credit Credit (assuming no drawings thereon before stated maturity) ), and (d) each of the Purchasing Creditors will execute and deliver to the applicable First Lien Agent or First Lien Agents a waiver and release of of, and covenant not to ▇▇▇ in respect of, all claims arising out of this Agreement, the relationship between the First Lien Secured Parties Creditors and the Second Lien Secured Parties Creditors in connection with the First Lien Documents and the Second Lien Documents, and the transactions contemplated hereby as a result of exercising the purchase option contemplated by this Article 8Section 5.
Appears in 1 contract
Sources: Intercreditor Agreement (Spinal Elements Holdings, Inc.)
Purchase Closing. On the Purchase Date, (a) the Purchasing Creditors and the each applicable First Lien Agent will execute and deliver a single Assignment and Assumption (as such term is defined in the assignment agreement referenced in Section 8.1 hereofFirst Lien Loan Agreement), (b) pursuant to which all of the Purchase Obligations will be assigned to the Purchasing Creditors will pay the Purchase Price to the applicable First Lien Agent or First Lien Agents and which shall be countersigned by wire transfer of immediately available funds, (c) the Purchasing Creditors will deposit with the applicable First Lien Agent or First Lien Agents or its or their designee by wire transfer of immediately available funds, 105% of the aggregate undrawn amount of all then outstanding letters of credit issued under any First Lien Debt Facility and the aggregate facing and similar fees that will accrue thereon through the stated maturity of such letters of credit (assuming no drawings thereon before stated maturity) and (d) each of the Purchasing Creditors will execute and deliver to the applicable First Lien Agent or Creditors (other than the First Lien Agents Agent) (provided that, if any such First Lien Creditor shall fail to countersign the Assignment and Assumption, such Assignment and Assumption shall nonetheless be deemed delivered by such First Lien Creditor and effective as to such First Lien Creditor for all purposes of this Section 5; and provided, further, that the Assignment and Assumption shall include a mutual waiver and release of of, and covenant not to sue in respect of, all known claims arising out of this Agreement, the relationship between the First Lien Secured Parties Creditors and the Second Lien Secured Parties Creditors in connection with the First Lien Documents and the Second Lien Documents, Documents and the transactions contemplated hereby as a result of exercising the purchase option contemplated by this Article 8Section 5) and (b) the Purchasing Creditors will pay the Purchase Price to the Designated First Lien Representative by wire transfer of immediately available funds.
Appears in 1 contract