Examples of Noteholder Agreements in a sentence
Moriah and the Notes Collateral Agent shall each endeavor to notify the other Party of any material amendment or modification of the Moriah Loan Agreement or the Noteholder Agreements, respectively, but the failure to do so shall not create a cause of action against the Party failing to give such notice or create any claim or right on behalf of the other Party.
Nothing contained herein is intended to or shall increase or impair the obligations, liabilities and indebtedness of the Loan Parties to pay the Claims as and when the same shall become due and payable in accordance with the terms of the Moriah Loan Agreements and the Noteholder Agreements, as applicable, or to affect the relative rights of the Loan Parties and creditors of the Loan Parties other than the Creditors.
Subject to Section 2.7 below, the proceeds of any sale, disposition or other realization upon all or any part of the Noteholder Motor Vehicle Collateral shall be applied to the payment in full in cash or other immediately available funds of the Noteholder Debt in whatever manner and order Noteholder Collateral Agent chooses in accordance with the Noteholder Agreements and applicable law.
This Agreement and the other Noteholder Agreements constitute legal, valid and binding obligations of such Debtor enforceable in accordance with their respective terms.
All representations and warranties contained in this Agreement or any of the other Noteholder Agreements shall survive the execution and delivery of this Agreement.
Upon each Debtor satisfying or causing to be satisfied any and all requirements of Section 3.4(b), the security interests and liens granted to the Collateral Agent in the Motor Vehicles under this Agreement and the other Noteholder Agreements will constitute valid and perfected first priority liens and security interests in and upon such Motor Vehicles.
This Agreement, the other Noteholder Agreements and any other document referred to herein or therein shall be binding upon each Debtor and its successors and assigns and inure to the benefit of and be enforceable by Collateral Agent and its successors and assigns, except that no Debtor may assign its rights under this Agreement, the other Noteholder Agreements and any other document referred to herein or therein without the prior written consent of Collateral Agent.
Subject to Section 4.4, the security interests and liens granted to Collateral Agent under this Agreement and the other Noteholder Agreements constitute valid and perfected first priority liens and security interests in and upon the Collateral subject only to Permitted Prior Liens except as otherwise permitted by the Indenture.
All representations and warranties contained in the Noteholder Agreements were true and correct as of the date they were made.
Parent will have at the Effective Time sufficient cash resources that, together with the cash that Parent may be permitted to cause the Surviving Corporation to deposit with the Paying Agent immediately following the Effective Time in accordance with the provisions of Section 2.3(a), will enable it to pay the aggregate Merger Consideration pursuant to this Agreement and all amounts payable in respect of the Convertible Notes pursuant to the Noteholder Agreements.