Sponsor Support Agreement Sample Contracts

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Capitol Acquisition Holding Co Ltd. – Sponsor Support Agreement (May 15th, 2017)

This SPONSOR SUPPORT AGREEMENT (this "Support Agreement") is dated as of March 19, 2017, by and among the Persons set forth on Schedule I hereto (each, a "Sponsor" and, together, the "Sponsors"), Capitol Acquisition Corp. III, a Delaware corporation ("Acquiror"), Canyon Holdings S.a r.L., a Luxembourg private limited liability company (societe a responsabilite limitee), having its registered office at 6D, L-2633 Senningerberg, Grand Duchy of Luxembourg and registered with the RCS under number B 184599 (the "Company"), Capitol Acquisition Holding Company Ltd., an exempted company incorporated in the Cayman Islands with limited liability and wholly-owned subsidiary of Acquiror ("Holdings") and Canyon Holdings (Cayman) L.P., a Cayman Islands exempted limited partnership (the "Cision Owner"). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).

Suncoke Energy Partners L.P. – Sponsor Support Agreement (December 30th, 2015)

THIS SPONSOR SUPPORT AGREEMENT (this Agreement) is entered into and effective as of December 23, 2015 (the Effective Date), by and among SUNCOKE ENERGY PARTNERS, L.P., a Delaware limited partnership (the Partnership), SUNCOKE ENERGY PARTNERS GP LLC, a Delaware limited liability company and the general partner of the Partnership, and SUNCOKE ENERGY, INC., a Delaware corporation (the Sponsor). The above-named entities are sometimes referred to in this Agreement individually as a Party, and collectively as the Parties.

Sponsor Support Agreement (December 30th, 2015)

THIS SPONSOR SUPPORT AGREEMENT (this Agreement) is entered into and effective as of December 23, 2015 (the Effective Date), by and among SUNCOKE ENERGY PARTNERS, L.P., a Delaware limited partnership (the Partnership), SUNCOKE ENERGY PARTNERS GP LLC, a Delaware limited liability company and the general partner of the Partnership, and SUNCOKE ENERGY, INC., a Delaware corporation (the Sponsor). The above-named entities are sometimes referred to in this Agreement individually as a Party, and collectively as the Parties.

SPONSOR SUPPORT AGREEMENT AMONG DARLING INTERNATIONAL INC., DIAMOND GREEN DIESEL LLC, and DIAMOND ALTERNATIVE ENERGY, LLC, as Lender Dated as of May 31, 2011 (June 1st, 2011)

This SPONSOR SUPPORT AGREEMENT, dated as of May 31, 2011 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this "Agreement"), among DARLING INTERNATIONAL INC., a Delaware corporation ("Darling"), DIAMOND GREEN DIESEL LLC, a Delaware limited liability company (the "Borrower"), and DIAMOND ALTERNATIVE ENERGY, LLC, as Lender (in such capacity, the "Lender") (under and as defined in the Facility Agreement (as defined below)) .

SPONSOR SUPPORT AGREEMENT Among SOLYNDRA, INC., as Sponsor SOLYNDRA FAB 2 LLC, as Borrower as Credit Party as Loan Servicer as Collateral Agent Dated as of September 2, 2009 (March 16th, 2010)

WHEREAS, in order to finance the cost of the Project, the Borrower has entered into the Common Agreement dated as of September 2, 2009, by and among DOE, the Borrower, the Loan Servicer and the Collateral Agent (the Common Agreement), pursuant to which the Credit Parties have agreed to make available certain credit facilities to the Borrower on the terms and conditions set forth therein.

Liberty Acquisition Holdings – Sponsor Support Agreement (March 10th, 2010)

SPONSOR SUPPORT AGREEMENT, dated as of March 5, 2010 (this Agreement) by and among Promotora de Informaciones, S.A., a Spanish sociedad anonima (PRISA), Berggruen Acquisition Holdings Ltd., a British Virgin Islands business company (Berggruen Holdings), and Marlin Equities II, LLC, a Delaware limited liability company (Marlin Equities, and together with Berggruen Holdings, the Sponsors or individually, a Sponsor).

Liberty Acquisition Holdings – Sponsor Support Agreement (March 10th, 2010)

SPONSOR SUPPORT AGREEMENT, dated as of March 5, 2010 (this Agreement) by and among Promotora de Informaciones, S.A., a Spanish sociedad anonima (PRISA), Berggruen Acquisition Holdings Ltd., a British Virgin Islands business company (Berggruen Holdings), and Marlin Equities II, LLC, a Delaware limited liability company (Marlin Equities, and together with Berggruen Holdings, the Sponsors or individually, a Sponsor).

Western Liberty Bancorp – Second Amended and Restated Sponsor Support Agreement (August 14th, 2009)

This Agreement (this Agreement) is entered into as of August 13, 2009, by and between Hayground Cove Asset Management LLC, a Delaware Limited Liability Company (HCAM) and Global Consumer Acquisition Corp., a Delaware Corporation (GCAC), and amends and restates in its entirety that certain Amended and Restated Sponsor Support Agreement, dated as of July 28, 2009, by and between HCAM and GCAC.

Western Liberty Bancorp – Second Amended and Restated Sponsor Support Agreement (August 14th, 2009)

This Agreement (this Agreement) is entered into as of August 13, 2009, by and between Hayground Cove Asset Management LLC, a Delaware Limited Liability Company (HCAM) and Global Consumer Acquisition Corp., a Delaware Corporation (GCAC), and amends and restates in its entirety that certain Amended and Restated Sponsor Support Agreement, dated as of July 28, 2009, by and between HCAM and GCAC.

Western Liberty Bancorp – Amended and Restated Sponsor Support Agreement (July 28th, 2009)

This Agreement (this Agreement) is entered into as of July 28, 2009, by and between Hayground Cove Asset Management LLC, a Delaware Limited Liability Company (HCAM) and Global Consumer Acquisition Corp., a Delaware Corporation (GCAC), and amends and restates in its entirety that certain Sponsor Support Agreement, dated as of July 13, 2009, by and between HCAM and GCAC.

Western Liberty Bancorp – Amended and Restated Sponsor Support Agreement (July 28th, 2009)

This Agreement (this Agreement) is entered into as of July 28, 2009, by and between Hayground Cove Asset Management LLC, a Delaware Limited Liability Company (HCAM) and Global Consumer Acquisition Corp., a Delaware Corporation (GCAC), and amends and restates in its entirety that certain Sponsor Support Agreement, dated as of July 13, 2009, by and between HCAM and GCAC.

Western Liberty Bancorp – Sponsor Support Agreement (July 14th, 2009)

This Agreement (this Agreement) is entered into as of July 13, 2009, by and between Hayground Cove Asset Management LLC, a Delaware Limited Liability Company (HCAM) and Global Consumer Acquisition Corp., a Delaware Corporation (GCAC).

Western Liberty Bancorp – Sponsor Support Agreement (July 14th, 2009)

This Agreement (this Agreement) is entered into as of July 13, 2009, by and between Hayground Cove Asset Management LLC, a Delaware Limited Liability Company (HCAM) and Global Consumer Acquisition Corp., a Delaware Corporation (GCAC).

Sterlite Industries (India) – Sponsor Support Agreement (July 10th, 2009)

1. STERLITE INDUSTRIES (INDIA) LIMITED, a company incorporated in India under the Companies Act, 1956, having its registered office at SIPCOT Industrial Complex, Madurai Bypass Road, T.V. Puram P.O., Tuticorin 628 002, Tamil Nadu, India (hereinafter referred to as the Sponsor, which expression shall, unless repugnant to the context, be deemed to include its successors and permitted assigns); 2. STERLITE ENERGY LIMITED, a company incorporated in India under the Companies Act, 1956, having its registered office at SIPCOT Industrial Complex, Madurai Bypass Road, T V Puram P.O., Tuticorin 628 002, Tamil Nadu, India (hereinafter referred to as the Borrower, which expression shall, unless repugnant to the context, be deemed to include its successors and permitted assigns); and

Panda Ethanol – Sponsor Support Agreement (April 8th, 2008)

This SPONSOR SUPPORT AGREEMENT, dated as of April 2, 2008 (as may be amended, modified or supplemented, from time to time, this Sponsor Support Agreement), is by and among PANDA ETHANOL, INC., a Nevada corporation (the Sponsor), PANDA HEREFORD ETHANOL, L.P., a Delaware limited partnership (Borrower), and SOCIETE GENERALE, a bank organized and existing under the laws of France and acting through its New York Branch, in its capacity as administrative agent (together with its permitted successors and assigns in such capacity, the Administrative Agent) for the Lenders under the Financing Agreement, dated as of July 28, 2006 (as amended, modified or supplemented from time to time, the Financing Agreement), by and among Borrower, the Agents thereunder, the Lenders from time to time party thereto, the LC Fronting Bank thereunder and the Lead Arranger thereunder.

Sponsor Support Agreement (February 29th, 2008)

(1) LAS VEGAS SANDS CORP., a Nevada corporation with corporate identification number C21244-2004 (the Sponsor); (2) SANDS MAURITIUS HOLDINGS (Mauritius Holdco), registration number 58280C1/GBL and MBS HOLDINGS PTE. LTD. (Singapore HoldCo), registration number 200717802N (the Original HoldCos); (3) MARINA BAY SANDS PTE. LTD., registration number 200507292R (the Borrower); and (4) DBS BANK LTD. as security trustee for the Secured Parties (the Security Trustee).

Southwest Casino – Sponsor Support Agreement (April 24th, 2007)

This Sponsor Support Agreement (as amended or otherwise modified from time to time, the Agreement) is dated as of April 20, 2007 and is entered into by and among SOUTHWEST CASINO AND HOTEL CORP., a Minnesota corporation (SCHC), SOUTHWEST CASINO CORPORATION, a Nevada corporation (SCC and together with SCHC, the Sponsors), and BLACK DIAMOND COMMERCIAL FINANCE, L.L.C., as Agent (Agent) for the benefit of itself and the Lenders. All capitalized terms used and not otherwise defined herein shall have the respective meanings set forth in the Credit Agreement referred to below.

Pacific Ethanol – Sponsor Support Agreement (March 5th, 2007)

This SPONSOR SUPPORT AGREEMENT, dated as of February 27, 2007 (this "Agreement"), is entered into by and among PACIFIC ETHANOL HOLDING CO. LLC, a Delaware limited liability company (the "Borrowers' Agent"), PACIFIC ETHANOL, INC., a Delaware corporation (the "Sponsor") and WESTLB AG, NEW YORK BRANCH, in its capacity as administrative agent for the Lenders (together with its successors, designees and assigns in such capacity, the "Administrative Agent").