Equity Commitment Agreement Sample Contracts

AmeriGas Partners, L.P. – STANDBY EQUITY COMMITMENT AGREEMENT by and Among UGI CORPORATION, AMERIGAS PROPANE, INC., and AMERIGAS PARTNERS, L.P. November 7, 2017 (November 9th, 2017)

This STANDBY EQUITY COMMITMENT AGREEMENT, dated as of November 7, 2017 (this Agreement), is entered into by and among UGI CORPORATION, a Pennsylvania corporation (UGI), AMERIGAS PROPANE, INC., a Pennsylvania corporation (the General Partner), and AMERIGAS PARTNERS, L.P., a Delaware limited partnership (the Partnership).

Vanguard Natural Resources Llc Pfd. Series A – Amended and Restated Equity Commitment Agreement (June 8th, 2017)

This AMENDED AND RESTATED EQUITY COMMITMENT AGREEMENT (this "Agreement"), originally dated as of February 24, 2017, as amended and restated on May 24, 2017, is made and entered into by and among Vanguard Natural Resources, LLC, a Delaware limited liability company (the "Company"), Fir Tree, Inc., on behalf of certain investment funds it manages (collectively, "Fir Tree"), Wexford Capital LP, on behalf of certain investment funds it manages (collectively, "Wexford") and York Capital Management Global Advisors, LLC, on behalf of certain funds and/or accounts managed by it or its affiliates (collectively, "York Capital," and together with Fir Tree and Wexford, the "Investors" and each of them an "Investor").

Vanguard Natural Resources Llc Pfd. Series A – Equity Commitment Agreement (March 2nd, 2017)

This EQUITY COMMITMENT AGREEMENT (this "Agreement"), dated as of February 24, 2017 is made and entered into by and among Vanguard Natural Resources, LLC, a Delaware limited liability company (the "Company"), Fir Tree, Inc., on behalf of certain investment funds it manages (collectively, "Fir Tree"), Wexford Capital LP, on behalf of certain investment funds it manages (collectively, "Wexford") and York Capital Management Global Advisors, LLC, on behalf of certain funds and/or accounts managed by it or its affiliates (collectively, "York Capital," and together with Fir Tree and Wexford, the "Investors" and each of them an "Investor").

Equity Commitment Agreement (November 5th, 2015)

This Equity Commitment Agreement (this "Agreement"), dated as of August 7, 2015, is entered into between Globalstar, Inc. ("Globalstar") and Thermo Funding Company LLC ("Thermo").

EQUITY COMMITMENT AGREEMENT AMONG AMERICAN APPAREL, INC. AND THE COMMITMENT PARTIES PARTY HERETO Dated as of October 4, 2015 (October 8th, 2015)
First Amendment to Equity Commitment Agreement (June 2nd, 2014)

This FIRST AMENDMENT TO EQUITY COMMITMENT AGREEMENT (this "Amendment") is made and entered into as of May 27, 2014, by and among Genco Shipping & Trading Limited ("Genco") and its undersigned subsidiaries (together with Genco, the "Company Parties") and the undersigned Commitment Parties (collectively, the "Amending Creditors" and, together with the Company Parties, the "Amendment Parties").

EQUITY COMMITMENT AGREEMENT AMONG GENCO SHIPPING & TRADING LIMITED AND THE COMMITMENT PARTIES PARTY HERETO Dated as of April 16, 2014 (April 16th, 2014)

THIS EQUITY COMMITMENT AGREEMENT (this "Agreement"), dated as of April 16, 2014, is made by and among Genco Shipping & Trading Limited (the "Company") and certain of its subsidiaries listed on Schedule 1 hereto (collectively with the Company, the "Debtors"), on the one hand, and the Commitment Parties set forth on Schedule 2 hereto (each referred to herein, individually, as a "Commitment Party" and, collectively, as the "Commitment Parties"), on the other hand, which Commitment Parties are Lenders and/or Noteholders (each as defined below). The Company and each Commitment Party is referred to herein, individually, as a "Party" and, collectively, as the "Parties". Capitalized terms that are used but are not otherwise defined in this Agreement shall have the meanings given to them in Section 1.1 hereof or, if not defined therein, shall have the meanings given to them in the Plan.

Archrock Partners, L.P. – Equity Commitment Agreement (March 5th, 2014)

This Equity Commitment Agreement (this Agreement) is made and entered into as of February 27, 2014 (the Execution Date) by and between Exterran Holdings, Inc., a Delaware corporation (EXH), and Exterran Partners, L.P., a Delaware limited partnership (EXLP). Capitalized terms used but not defined in this Agreement shall have the respective meanings assigned to them in that certain Purchase and Sale Agreement (the PSA), dated as of the Execution Date, by and between EXLP Operating LLC, a Delaware limited liability company and a subsidiary of EXLP (Operating), and MidCon Compression, L.L.C., an Oklahoma limited liability company (MidCon).

Exterran Holdings – Equity Commitment Agreement (March 5th, 2014)

This Equity Commitment Agreement (this Agreement) is made and entered into as of February 27, 2014 (the Execution Date) by and between Exterran Holdings, Inc., a Delaware corporation (EXH), and Exterran Partners, L.P., a Delaware limited partnership (EXLP). Capitalized terms used but not defined in this Agreement shall have the respective meanings assigned to them in that certain Purchase and Sale Agreement (the PSA), dated as of the Execution Date, by and between EXLP Operating LLC, a Delaware limited liability company and a subsidiary of EXLP (Operating), and MidCon Compression, L.L.C., an Oklahoma limited liability company (MidCon).

Syms Corporation – EQUITY COMMITMENT AGREEMENT by and Among SYMS CORP., MARCY SYMS, LAURA MERNS LIVING TRUST MARCY SYMS REVOCABLE LIVING TRUST and THE BACKSTOP PARTIES IDENTIFIED HEREIN Dated as of July 13, 2012 (July 19th, 2012)

This Equity Commitment Agreement (this "Agreement"), dated as of July 13, 2012, is made and entered into by and among (i) Syms Corp., a New Jersey corporation ("Syms"), (ii) Ms. Marcy Syms, an individual ("Ms. Syms"), (iii) the Laura Merns Living Trust, dated February 14, 2003 (the "Laura Merns Living Trust"), (iv) the Marcy Syms Revocable Living Trust, dated January 12, 1990, as amended (together with the Laura Merns Living Trust, the "Trusts") and (v) the backstop parties identified on the signature pages hereof (the "Backstop Parties").

Subscription and Equity Commitment Agreement by and Between Central European Media Enterprises Ltd. And Time Warner Media Holdings B.V. Dated as of April 30, 2012 (April 30th, 2012)

SUBSCRIPTION AND EQUITY COMMITMENT AGREEMENT (this "Agreement"), dated as of April 30, 2012, by and between Time Warner Media Holdings B.V., a besloten vennootschap met beperkte aansprakelijkheid, or private limited company, organized under the laws of the Netherlands ("Investor"), and Central European Media Enterprises Ltd., a Bermuda company (the "Company"). Capitalized terms used in this Agreement have the meaning set forth in Section 8.1.

Rhino Resource Partners LP – Equity Commitment Agreement (October 1st, 2010)

This Equity Commitment Agreement, dated as of September 29, 2010 (this Agreement), is entered into by and among Rhino GP LLC, a Delaware limited liability company (GP); and CD Holding Company, LLC, a Delaware limited liability company, Jacobs Holdings LLC, a Connecticut limited liability company, Robert H. Holtz, Mark D. Zand, Jay L. Maymudes, Arthur H. Amron, Kenneth A. Rubin, Frederick B. Simon, Kitty Capital LLC, a Delaware limited liability company, John V. Doyle and John C. Sites, Jr. (collectively, the GP Owners). The above-named entities and individual are sometimes referred to as Party and collectively as the Parties.

Equity Commitment Agreement (September 1st, 2010)

This REGISTRATION RIGHTS AGREEMENT, dated as of [______], 2010 (this Agreement), is entered into among TRONOX, INC., a Delaware corporation (the Company), and the Holders. Capitalized terms not otherwise defined herein have the meanings set forth in Section 1.

MidAmerican Energy Holdings Company – Amendment No. 1 to Equity Commitment Agreement (March 23rd, 2010)

THIS AMENDMENT NO. 1 TO EQUITY COMMITMENT AGREEMENT ("Amendment") is made and entered into as of March 23, 2010 by and between BERKSHIRE HATHAWAY INC., a corporation duly organized and validly existing under the laws of the State of Delaware ("Berkshire"), and MIDAMERICAN ENERGY HOLDINGS COMPANY, a corporation duly organized and validly existing under the laws of the State of Iowa ("MEHC"). Berkshire and MEHC are collectively referred to as the "Parties."

Equity Commitment Agreement (December 24th, 2009)

Subject to the approval of this Equity Commitment Agreement (this Agreement) by the Bankruptcy Court (as defined below), Tronox Incorporated, a Delaware corporation (as a debtor-in-possession and a reorganized debtor, as applicable, the Company), proposes to implement a plan of reorganization (the Plan), pursuant to which, inter alia, a newly formed, wholly-owned subsidiary of the Company (New Tronox) will offer and sell shares of its new common stock, par value $0.01 per share (the New Common Stock), pursuant to a rights offering (the Rights Offering) whereby each holder of Senior Notes (as defined below) and any other holder of an allowed unsecured claim against the Debtors (other than Environmental Claims) (each, a Claim), who is an institutional accredited investor, as such term is defined in Rule 501(a) under the Securities Act of 1933, as amended (the Securities Act), and who holds a Claim in excess of $25,000 (each, an Eligible Holder), as of the date (the Record Date) fixed by

Equity Commitment Agreement (November 9th, 2009)

This EQUITY COMMITMENT AGREEMENT, dated as of August 15, 2008 (this Agreement), by and between ALLEGHENY ENERGY, INC., a corporation organized and existing under the laws of the State of Maryland (the Sponsor), and UNION BANK OF CALIFORNIA, N.A., as collateral agent (in such capacity, together with its successors and assigns, the Collateral Agent) for the Secured Parties under and as defined in the TrAILCo Credit Agreement, as defined below.

Trico Marine Services, Inc. – EQUITY COMMITMENT AGREEMENT TRICO SHIPPING AS (The Issuer) TRICO SUPPLY AS (The Subscriber) AND WILMINGTON TRUST FSB (The Collateral Agent) Oslo Bergen London Singapore Shanghai Kobe (November 5th, 2009)

(1) Trico Shipping AS, Stoltenberggata 1, 5527 Haugesund, Norway, organisation number 976 854 020 (the Issuer); (2) Trico Supply AS, Stoltenberggata 1, 5527 Haugesund, Norway, organisation number 976 853 938 (the Subscriber); and (3) Wilmington Trust FSB, a federal savings bank duly organized under the laws of the United States of America, in its capacity as collateral agent (together with any successor thereto in such capacity, the Collateral Agent) for the holders of the Secured Obligations (as defined in that certain Collateral Agency and Intercreditor Agreement, dated as of the date hereof, among the Collateral Agent (as defined herein), the Trustee (as defined therein), the Working Capital Facility Agent (as defined therein), the Issuer and the Guarantors (as defined therein), as amended, modified or restated from time to time (the Collateral Agency and Intercreditor Agreement).

Amendment No. 1. To Forward Equity Commitment Agreement (March 2nd, 2009)

AMENDMENT NO. 1, dated as of September 29, 2008, to the Forward Equity Commitment Agreement (the Agreement) dated October 16, 2007, among CIT Group Inc., a Delaware corporation (the Company), Morgan Stanley & Co. Incorporated (Morgan Stanley) and Citigroup Global Markets Inc, (Citi).

Foamex International Inc. – Amendment No. 1 to EQUITY COMMITMENT AGREEMENT (June 19th, 2008)

THIS AMENDMENT (this Amendment) to the EQUITY COMMITMENT AGREEMENT (the Equity Commitment Agreement), dated April 1, 2008 is made and entered into as of June , 2008, by and among Foamex International Inc., a Delaware corporation (the Company), D. E. Shaw Laminar Portfolios, L.L.C. (D. E. Shaw), Sigma Capital Associates, LLC (Sigma), CGDO, LLC (as agent on behalf of Chilton Global Distressed Opportunities Master Fund, L.P.) (CGDO) and Q Funding III, L.P. (together with CGDO, Chilton and, together with D. E. Shaw, Sigma and CGDO, the Significant Equityholders).

Foamex International Inc. – Amendment No. 1 to EQUITY COMMITMENT AGREEMENT (June 19th, 2008)

THIS AMENDMENT (this Amendment) to the EQUITY COMMITMENT AGREEMENT (the Equity Commitment Agreement), dated April 1, 2008 is made and entered into as of June , 2008, by and among Foamex International Inc., a Delaware corporation (the Company), D. E. Shaw Laminar Portfolios, L.L.C. (D. E. Shaw), Sigma Capital Associates, LLC (Sigma), CGDO, LLC (as agent on behalf of Chilton Global Distressed Opportunities Master Fund, L.P.) (CGDO) and Q Funding III, L.P. (together with CGDO, Chilton and, together with D. E. Shaw, Sigma and CGDO, the Significant Equityholders).

Foamex International Inc. – Equity Commitment Agreement (April 18th, 2008)

We understand that Foamex International Inc. (the Company) proposes to carry out an offering (the Rights Offering) to the Companys existing common stockholders (collectively, the Equityholders) of rights (the Rights) to purchase additional shares of common stock of the Company and an offering (the Second Lien Term Loan Offering) to the Second Lien Term Loan Lenders (as defined in the Term Sheet) of rights to purchase additional shares of common stock of the Company by assigning their Second Lien Term Loans (as defined in the Term Sheet), in accordance with the terms and conditions described in the term sheet annexed hereto as Exhibit A (the Term Sheet) and the Put Option Agreements annexed hereto as Exhibit B (the Put Option Agreements). The Term Sheet and the Put Option Agreements are hereby incorporated herein in their entirety as if set forth below in their entirety, and capitalized terms used but not defined herein have the meanings assigned to them therein.

Foamex International Inc. – Equity Commitment Agreement (April 18th, 2008)

We understand that Foamex International Inc. (the Company) proposes to carry out an offering (the Rights Offering) to the Companys existing common stockholders (collectively, the Equityholders) of rights (the Rights) to purchase additional shares of common stock of the Company and an offering (the Second Lien Term Loan Offering) to the Second Lien Term Loan Lenders (as defined in the Term Sheet) of rights to purchase additional shares of common stock of the Company by assigning their Second Lien Term Loans (as defined in the Term Sheet), in accordance with the terms and conditions described in the term sheet annexed hereto as Exhibit A (the Term Sheet) and the Put Option Agreements annexed hereto as Exhibit B (the Put Option Agreements). The Term Sheet and the Put Option Agreements are hereby incorporated herein in their entirety as if set forth below in their entirety, and capitalized terms used but not defined herein have the meanings assigned to them therein.

EQUITY COMMITMENT AGREEMENT Among SANDY CREEK ENERGY ASSOCIATES, L.P., a Delaware Limited Partnership, as Borrower and SANDY CREEK HOLDINGS, LLC, a Delaware Limited Liability Company, as Equity Investor and CREDIT SUISSE, as Collateral Agent Dated as of August 29, 2007 (September 5th, 2007)

This EQUITY COMMITMENT AGREEMENT, dated as of August 29, 2007 (this Agreement), by and among SANDY CREEK ENERGY ASSOCIATES, L.P., a limited partnership organized and existing under the laws of the State of Delaware (the Borrower), SANDY CREEK HOLDINGS, LLC, a limited liability company organized and existing under the laws of the State of Delaware (the Equity Investor) and CREDIT SUISSE, in its capacity as collateral agent for the Secured Parties under the Intercreditor Agreement (in such capacity, together with its successors and permitted assigns, the Collateral Agent).

EQUITY COMMITMENT AGREEMENT Among SANDY CREEK ENERGY ASSOCIATES, L.P., a Delaware Limited Partnership, as Borrower and DYNEGY SANDY CREEK HOLDINGS, LLC, a Delaware Limited Liability Company, as Equity Investor and CREDIT SUISSE, as Collateral Agent Dated as of August 29, 2007 (September 5th, 2007)

This EQUITY COMMITMENT AGREEMENT, dated as of August 29, 2007 (this Agreement), by and among SANDY CREEK ENERGY ASSOCIATES, L.P., a limited partnership organized and existing under the laws of the State of Delaware (the Borrower), DYNEGY SANDY CREEK HOLDINGS, LLC, a limited liability company organized and existing under the laws of the State of Delaware (the Equity Investor) and CREDIT SUISSE, in its capacity as collateral agent for the Secured Parties under the Intercreditor Agreement (in such capacity, together with its successors and permitted assigns, the Collateral Agent).

Equity Commitment Agreement (May 10th, 2007)

Subject to the approval of this Agreement by the Bankruptcy Court (as defined in the second paragraph of this Agreement), Northwest Airlines Corporation, a Delaware corporation (as a debtor-in-possession and a reorganized debtor, as applicable, the Company), proposes to offer and sell 27,777,778 shares of its new common stock, par value $0.01 per share, to be issued pursuant to the Amended Plan (as defined below in this paragraph) (together with any associated share purchase rights other than the Rights (as defined below in this paragraph), New Common Stock), of which 23,611,111 shares, (the Shares), will be offered pursuant to a rights offering (the Rights Offering) whereby each holder of an Allowed Class 1D Claim (other than a Subordinated Claim) (each an Eligible Holder), as of the record date fixed by the Bankruptcy Court for the solicitation of acceptances and rejections of the Amended Plan, shall be offered the right (each, a Right) to purchase up to its pro rata share of 23,611,

Equity Commitment Agreement (December 8th, 2006)
Equity Commitment Agreement (July 14th, 2006)
Equity Commitment Agreement (May 11th, 2006)
MidAmerican Energy Holdings Company – Equity Commitment Agreement (March 3rd, 2006)

EQUITY COMMITMENT AGREEMENT ("Agreement"), dated as of March 1, 2006, between BERKSHIRE HATHAWAY INC., a corporation duly organized and validly existing under the laws of the State of Delaware ("Berkshire"), and MIDAMERICAN ENERGY HOLDINGS COMPANY, a corporation duly organized and validly existing under the laws of the State of Iowa ("MEHC").

Amendment No. 1 to Equity Commitment Agreement (February 28th, 2006)

Reference is hereby made to the Equity Commitment Agreement, dated as of January 30, 2006 (the Equity Commitment Agreement), by and between you and USG Corporation. All capitalized terms used but not defined herein have the meanings given to them in the Equity Commitment Agreement.

Equity Commitment Agreement (January 30th, 2006)

This Agreement, dated as of January 30, 2006, adopted by USG Corporation, a Delaware corporation (the Company), with the Person identified on the signature page hereof, as Rights Agent (the Rights Agent) establishes the Companys Reorganization Rights Plan.

[Equity Commitment Agreement] (July 1st, 2005)

We refer to the Asset Purchase Agreement dated June 23, 2005 (the APA) among WS Textile Co., Inc., New Textile One, Inc., New Textile Two, Inc., Textile Co., Inc., WestPoint Stevens Inc., WestPoint Stevens Inc. I, WestPoint Stevens Stores Inc., and J.P. Stevens Enterprises Inc. All capitalized terms used and not otherwise defined herein shall have the meanings as defined in the APA.

WestPoint Stevens – Contract (June 29th, 2005)

Exhibit 10.2 [EQUITY COMMITMENT AGREEMENT] June 23, 2005 WS Textile Co., Inc. 767 Fifth Avenue New York, New York 10153 Attention: Ladies and Gentlemen: We refer to the Asset Purchase Agreement dated June 23, 2005 (the "APA") among WS Textile Co., Inc., New Textile One, Inc., New Textile Two, Inc., Textile Co., Inc., WestPoint Stevens Inc., WestPoint Stevens Inc. I, WestPoint Stevens Stores Inc., and J.P. Stevens Enterprises Inc. All capitalized terms used and not otherwise defined herein shall have the meanings as defined in the APA. 1. Textile Holding, LLC, a wholly owned subsidiary of American Real Estate Holdings Limited Partnership (AREH") hereby advises you of its commitment to purchase 5,250,000 shares of Parent Common Stock for a purchase price of One Hundred Eighty-Seven Million ($187,000,000) Dollars (to which the Deposit shall be applied). The commitment to purchase the Parent