Plan Sponsor Agreement Sample Contracts

Quality Care Properties, Inc. – Amendment to Plan Sponsor Agreement (April 30th, 2018)

This AMENDMENT (this Amendment) to the Plan Sponsor Agreement (defined below) is entered into as of April 25, 2018, by and among HCR ManorCare, Inc., a Delaware corporation (the Debtor), Quality Care Properties, Inc., a Maryland corporation (Parent), HCP Mezzanine Lender, LP, a Delaware limited partnership and a wholly-owned subsidiary of Parent (Purchaser), and the parties signatory hereto as lessors (collectively, the Lessors and, together with Parent and Purchaser, the Purchaser Entities).

Quality Care Properties, Inc. – ALTERNATIVE PLAN SPONSOR AGREEMENT Among HCR MANORCARE, INC., QUALITY CARE PROPERTIES, INC., PROMEDICA HEALTH SYSTEM, INC. SUBURBAN HEALTHCO, INC. MEERKAT I LLC and THE OTHER LESSORS IDENTIFIED HEREIN Dated as of April 25, 2018 (April 30th, 2018)

HCR ManorCare, Inc. (the Debtor) hereby proposes the following first amended plan of reorganization for the Debtors reorganization case under Chapter 11 of the Bankruptcy Code for the resolution of the outstanding Claims against and Interests in the Debtor. Capitalized terms used but not defined in this paragraph have the meanings assigned to them in Article I. The classification and treatment of Claims against and Interests in the Debtor are set forth in Article II and Article III. The Debtor is the proponent of this Plan within the meaning of section 1129 of the Bankruptcy Code. Reference is made to the Disclosure Statement, distributed contemporaneously herewith, for a discussion of the Debtors history, business, properties and operations, projections for those operations, risk factors, a summary and analysis of this Plan, and related matters.

Quality Care Properties, Inc. – PLAN SPONSOR AGREEMENT Among HCR MANORCARE, INC., QUALITY CARE PROPERTIES, INC., HCP MEZZANINE LENDER, LP and THE LESSORS IDENTIFIED HEREIN Dated as of March 2, 2018 (March 5th, 2018)

This PLAN SPONSOR AGREEMENT, dated as of March 2, 2018 (hereinafter called this Agreement), is among HCR ManorCare, Inc., a Delaware corporation (the Debtor), Quality Care Properties, Inc., a Maryland corporation (Parent), HCP Mezzanine Lender, LP, a Delaware limited partnership and a wholly-owned subsidiary of Parent (Purchaser), and the parties signatory hereto as lessors (collectively, the Lessors and, together with Parent and Purchaser, the Purchaser Entities). The Debtor, Parent, Purchaser and the Lessors are each referred to in this Agreement as a party and together, the parties.

Plan Sponsor Agreement (February 22nd, 2017)

This PLAN SPONSOR AGREEMENT (as amended, supplemented, or otherwise modified from time to time, this Agreement), dated as of February 14, 2017, is entered into by and among Violin Memory, Inc. (the Company), VM Bidco LLC (Soros), and the Official Committee of Unsecured Creditors appointed in the Companys chapter 11 case (the Committee). The Company, Soros and the Committee are together referred to herein as the Parties and each individually as a Party. If Quantum Partners LP (QP) becomes a party to this Agreement by executing and delivering a joinder agreement substantially in the form attached hereto as Exhibit D (a Joinder Agreement), then QP shall be a Party to this Agreement as set forth in the Joinder Agreement.

Plan Sponsor Agreement (September 11th, 2015)

This PLAN SPONSOR AGREEMENT (this Agreement) is made and entered into as of September 8, 2015, by and among (i) Quiksilver Inc., on behalf of the Quiksilver Entities1 and (ii) certain funds managed by affiliates of Oaktree Capital Management, L.P., which funds are signatory hereto (the Plan Sponsor). Each of the Quiksilver Entities and the Plan Sponsor shall be referred to as a Party and, collectively, as the Parties.

Plan Sponsor Agreement (December 24th, 2013)

THIS ASSET PURCHASE AGREEMENT (this Agreement) is made as of October 18, 2013, by and among Edison Mission Energy, a Delaware corporation (as in existence on the date hereof, as a debtor-in-possession in the Chapter 11 Cases, EME), NRG Energy, Inc., a Delaware corporation (Parent), and NRG Energy Holdings Inc., a Delaware corporation (Purchaser and together with Parent, the Purchaser Parties). Purchaser, Parent and EME are sometimes referred to in this Agreement individually as a Party and collectively as the Parties.

Plan Sponsor Agreement (October 21st, 2013)

THIS ASSET PURCHASE AGREEMENT (this Agreement) is made as of October 18, 2013, by and among Edison Mission Energy, a Delaware corporation (as in existence on the date hereof, as a debtor-in-possession in the Chapter 11 Cases, EME), NRG Energy, Inc., a Delaware corporation (Parent), and NRG Energy Holdings Inc., a Delaware corporation (Purchaser and together with Parent, the Purchaser Parties). Purchaser, Parent and EME are sometimes referred to in this Agreement individually as a Party and collectively as the Parties.

Plan Sponsor Agreement (October 21st, 2013)

THIS ASSET PURCHASE AGREEMENT (this Agreement) is made as of October 18, 2013, by and among Edison Mission Energy, a Delaware corporation (as in existence on the date hereof, as a debtor-in-possession in the Chapter 11 Cases, EME), NRG Energy, Inc., a Delaware corporation (Parent), and NRG Energy Holdings Inc., a Delaware corporation (Purchaser and together with Parent, the Purchaser Parties). Purchaser, Parent and EME are sometimes referred to in this Agreement individually as a Party and collectively as the Parties.

Edison Mission Energy – Plan Sponsor Agreement (October 21st, 2013)

THIS ASSET PURCHASE AGREEMENT (this Agreement) is made as of October 18, 2013, by and among Edison Mission Energy, a Delaware corporation (as in existence on the date hereof, as a debtor-in-possession in the Chapter 11 Cases, EME), NRG Energy, Inc., a Delaware corporation (Parent), and NRG Energy Holdings Inc., a Delaware corporation (Purchaser and together with Parent, the Purchaser Parties). Purchaser, Parent and EME are sometimes referred to in this Agreement individually as a Party and collectively as the Parties.

Ally Financial Inc. – To Be Signed by the Parties Immediately Following the Petition Date Settlement and Plan Sponsor Agreement (May 14th, 2012)
Amendment to Plan Sponsor Agreement (February 19th, 2010)

This second amended joint plan of reorganization under chapter 11 of the Bankruptcy Code (as amended or modified hereafter in accordance with its terms, the Plan), dated as of February 12, 2010, is proposed by TLC Vision Corporation, TLC Vision (USA) Corporation, and TLC Management Services Inc. (collectively, the Debtors). Reference is made to the Disclosure Statement accompanying the Plan for a discussion of the Debtors history, business, results of operations, historical financial information, properties, projections for future operations and risk factors, a summary and analysis of the Plan, and certain related matters. The Debtors are proponents of the Plan within the meaning of section 1129 of the Bankruptcy Code.

PLAN SPONSOR AGREEMENT by and Among TLC VISION CORPORATION, TLC VISION (USA) CORPORATION, TLC MANAGEMENT SERVICES, INC., THRILLER ACQUISITION CORP., and THRILLER CANADA ACQUISITION CORP. Dated: February 3, 2010 (February 10th, 2010)

THIS PLAN SPONSOR AGREEMENT (this Agreement) is entered into as of the 3rd day of February, 2010, by and among TLC Vision Corporation, a New Brunswick corporation (the Company), TLC Vision (USA) Corporation, a Delaware corporation (the US Company), TLC Management Services, Inc., a Delaware corporation (the Management Company and, collectively with the Company and the US Company, the Debtors), Thriller Acquisition Corp., a Delaware corporation (Buyer) and Thriller Canada Acquisition Corp., a corporation organized under the laws of New Brunswick (Canadian Buyer and, together with Buyer, the Buyer Parties). The execution, delivery and effectiveness of this Agreement and the Debtors ability to consummate the transactions set forth herein are subject to, among other things, the entry of the Plan Sponsor Order. This Agreement shall become effective only at the time that the Bankruptcy Court enters the Plan Sponsor Order (the Effective Time). Certain capitalized terms used herein are defined

Agreement (September 25th, 2009)

PLAN SPONSOR AGREEMENT, dated as of September 24, 2009 (this "Agreement"), by and among AOT Bedding Super Holdings, LLC, a Delaware limited liability company ("Parent"), AOT Bedding Intermediate Holdings, LLC, a Delaware limited liability company and a wholly owned Subsidiary of Parent ("Purchaser" and together with Parent, the "Purchaser Entities"), Simmons Company, a Delaware corporation ("Simmons Company"), Bedding Holdco Incorporated (f/k/a THL-SC Bedding Company), a Delaware corporation and a wholly owned Subsidiary of Simmons Company (the "Company"), Simmons Bedding Company, a Delaware corporation and a wholly owned Subsidiary of the Company ("Opco"), and each of Opco's direct and indirect domestic subsidiaries.