Rights Offering Backstop Commitments Clause Samples

Rights Offering Backstop Commitments. On the terms, and subject to the conditions (including the entry of the Confirmation Order by the Bankruptcy Court and the Confirmation Order each becoming a Final Order) and limitations set forth in this Agreement, the RSA, and the Rights Offering Procedures, and in reliance on the representations and warranties set forth in this Agreement, each of the Backstop Parties hereby agrees, severally and not jointly, to purchase, or cause to be purchased, from the Company, on the Plan Effective Date, at the aggregate Purchase Price therefor, its Backstop Commitment Percentage of all Unsubscribed Securities (such agreements of the Backstop Parties, the “RO Backstop Commitments”). The RO Backstop Commitments of the Backstop Parties are several, not joint, obligations of the Backstop Parties, such that no Backstop Party shall be liable or otherwise responsible for the RO Backstop Commitment of any other Backstop Party. The Unsubscribed Securities that each of the Backstop Parties is required to purchase, or cause to be purchased, pursuant to this Section 1.4(a) are referred to herein as such Backstop Party’s “Backstop Commitment Securities”. The right to require each Backstop Party, severally and not jointly, to (i) subscribe for and purchase, or cause to be subscribed for and purchased, Rights Offering Securities as set forth in Section 1.1(b) and (ii) purchase, or cause to be purchased, Unsubscribed Securities as set forth in this Section 1.4(a), are collectively referred to as the “RO Put Option”. The RO Put Option shall automatically and irrevocably be deemed to have been exercised by the Company upon the occurrence of the Plan Effective Date, without the need for delivery of a written notice or the taking of any further action by the Company or any other Person.