Prior Commitment Sample Clauses

The Prior Commitment clause establishes that any obligations or agreements a party has entered into before the current contract are recognized and may affect their ability to perform under the new agreement. In practice, this clause requires parties to disclose existing commitments that could conflict with or limit their participation in the present contract, such as pre-existing employment agreements or exclusive service arrangements. Its core function is to ensure transparency and prevent disputes by clarifying potential conflicts of interest or limitations arising from earlier obligations.
Prior Commitment. This Agreement is in addition to, and not in replacement of, that certain commitment agreement, dated 17 May, 2013, by and between the Oaktree Funds and the Company, which shall remain in full force and effect.
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Prior Commitment. This Agreement is in addition to, and not in replacement of, that certain commitment agreement, dated 17 May, 2013, by and between the Silver Point Funds and the Company, which shall remain in full force and effect. Sincerely, SILVER POINT CAPITAL FUND, L.P. By: Silver Point Capital, L.P. its investment manager By: Name: Title: SILVER POINT CAPITAL OFFSHORE MASTER FUND, L.P. By: Silver Point Capital, L.P. its investment manager By: Name: Title: SPCP GROUP III, LLC By: Name: Title: Acknowledged and agreed as of the date first written above by: STUDIO CITY INTERNATIONAL HOLDINGS LIMITED By: Name: Title: Studio City International Holdings Limited c/o Offshore Incorporations Centre P.O. Box 957, Road Town Tortola, British Virgin Islands Attention: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Chief Legal Officer Fax No.: +▇▇▇-▇▇▇▇-▇▇▇▇ Ladies and Gentlemen: This commitment agreement (this “Agreement”) is dated 3 June, 2014 and is entered into by and among OCM Opportunities Fund V, L.P. (“OCM V”), OCM Asia Principal Opportunities Fund, L.P. (“OCM Asia”), OCM Opportunities Fund VI, L.P. (“OCM VI” and, together with OCM V and OCM Asia, the “Oaktree Funds”) and Studio City International Holdings Limited (the “Company”). Capitalized terms used herein but not defined shall have the meanings given to such terms in the Shareholders’ Agreement (as acceded to, and amended, from time to time, the “Shareholders’ Agreement”), and Amendment No. 3 to Shareholders’ Agreement (“Amendment No. 3”), both by and among the Company, New Cotai, LLC (“New Cotai”), MCE Cotai Investments Limited and Melco Crown Entertainment Limited. This Agreement is being delivered pursuant to clause 1(h) of Amendment No. 3.
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Prior Commitment. This Agreement is in addition to, and not in replacement of, that certain commitment agreement, dated 17 May, 2013, by and between MCE and the Company, which shall remain in full force and effect. Sincerely, MELCO CROWN ENTERTAINMENT LIMITED By: Name: Title: Acknowledged and agreed as of the date first written above by: STUDIO CITY INTERNATIONAL HOLDINGS LIMITED By: Name: Title: Studio City International Holdings Limited c/o Offshore Incorporations Centre P.O. Box 957, Road Town Tortola, British Virgin Islands Attention: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Chief Legal Officer Fax No.: +▇▇▇-▇▇▇▇-▇▇▇▇ Ladies and Gentlemen: This commitment agreement (this “Agreement”) is dated 3 June, 2014 and is entered into by and among Silver Point Capital Fund, L.P. (“SPCF”), Silver Point Capital Offshore Master Fund, L.P. (“SPCOMF”), SPCP Group III, LLC (“SPCP” and, together with SPCF and SPCOMF, the “Silver Point Funds”) and Studio City International Holdings Limited (the “Company”). Capitalized terms used herein but not defined shall have the meanings given to such terms in the Shareholders’ Agreement (as acceded to, and amended, from time to time, the “Shareholders’ Agreement”), and Amendment No. 3 to Shareholders’ Agreement (“Amendment No. 3”), both by and among the Company, New Cotai, LLC (“New Cotai”), MCE Cotai Investments Limited and Melco Crown Entertainment Limited. This Agreement is being delivered pursuant to clause 1(g) of Amendment No. 3.
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Prior Commitment. This Commitment Letter supercedes and replaces in its entirety that certain Commitment Letter, dated March 29, 2002, issued by the Bank to the Borrower but which was not timely and unconditionally accepted by the Borrower (the "Prior Commitment"). The Bank and the Borrower agree that the Prior Commitment has expired by its terms and is of no force or effect. BEAL BANK, S.S.B. By: /s/ WIL▇▇▇▇ T. SAURENMANN ------------------------------------- Name: William T. Saurenmann Titl▇: ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ent AGREED TO AND ACCEPTED THIS 11th day of April, 2002. BORROWER: INTERVOICE-BRITE, INC., By: /s/ ROB-ROY J. GRAHAM ------------------------------------- Name: Rob-Roy J. Graham ------------------------------- Title: CFO ------------------------------ EXHIBIT "A" The Land EXHIBIT "B" THE SURVEY REQUIREMENTS
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Related to Prior Commitment

  • L/C Commitment (a) Subject to the terms and conditions hereof, each Issuing Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue Letters of Credit upon the request and for the account of the Borrower (and for the benefit of the Borrower or any Subsidiary of the Borrower) on any Business Day during the Revolving Commitment Period in such form as may be approved from time to time by such Issuing Lender; provided that no Issuing Lender shall issue any Letter of Credit if, (i) after giving effect to such issuance, (A) the L/C Exposure would exceed the L/C Commitment or (B) the aggregate amount of the Available Revolving Commitments would be less than zero or (C) unless otherwise agreed to by such Issuing Lender, the L/C Exposure with respect to all Letters of Credit issued by such Issuing Lender would exceed such Issuing Lender’s Specified L/C Commitment or (ii) such Issuing Lender shall have received written notice from the Administrative Agent or the Borrower, at least one Business Day prior to the requested date of issuance or amendment of the applicable Letter of Credit, that one or more applicable conditions contained in Section 5.2 shall not have been satisfied. On the Restatement Effective Date, each Existing Letter of Credit shall be deemed to be a Letter of Credit issued hereunder for the account of the Borrower. Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the Revolving Termination Date (as it may be extended, so long as the Available Revolving Commitments of all Continuing Lenders would equal or exceed zero following such extension); provided, however, that any Letter of Credit, whether newly requested or an existing Letter of Credit that is extended or automatically renewed, may have an expiration date after the Revolving Termination Date (so long as such expiration date remains in compliance with clause (x) above) so long as the Borrower cash collateralizes such Letter of Credit at 101% of the available face amount of such Letter of Credit on or prior to the date which is five Business Days prior to the Revolving Termination Date and the Administrative Agent and the relevant Issuing Lender providing such Letter of Credit agree to such expiration date at the time such Letter of Credit or extension is requested or at the time such existing Letter of Credit is to be automatically renewed, as applicable; provided further that any Letter of Credit (other than a Letter of Credit to which Section 2.18(c)(ii) applies) with a one-year term may provide for the renewal thereof for additional one-year periods (which shall only extend beyond the date referred to in clause (y) above if the condition described in the first proviso of this sentence is satisfied). (b) No Issuing Lender shall at any time be obligated to issue any Letter of Credit if (i) any order, judgment or decree of any Governmental Authority or arbitrator having jurisdiction over the Issuing Lender shall by its terms (x) purport to enjoin such Issuing Lender from issuing such Letter of Credit, or any Requirement of Law applicable to such Issuing Lender shall prohibit such Issuing Lender from the issuance of letters of credit, generally, or such Letter of Credit, in particular or (y) impose upon such Issuing Lender with respect to any such Letter of Credit any reserve, capital or liquidity requirement (for which such Issuing Lender is not compensated hereunder or otherwise by agreement of the Borrower) not in effect on the Restatement Effective Date or impose on such Issuing Lender any loss, cost or expense (for which such Issuing Lender is not compensated hereunder or otherwise by agreement of the Borrower) which such Issuing Lender in good ▇▇▇▇▇ ▇▇▇▇▇ material to it or (ii) the issuance of such Letter of Credit would violate the legal, regulatory or compliance policies of such Issuing Lender applicable to letters of credit generally, in each case, to the extent such policies and prohibitions are implemented to comply with applicable law or regulation binding upon such Issuing Lender and are being applied with respect to the Borrower consistently with such application thereof to all similarly situated Borrowers under similar circumstances.

  • STAFF COMMITMENT If this Settlement Agreement is accepted by the Hearing Panel, Staff will not initiate any proceeding under the By-laws of the MFDA against the Respondent in respect of the facts set out in Part IV and the contraventions described in Part V of this Settlement Agreement, subject to the provisions of Part IX below. Nothing in this Settlement Agreement precludes Staff from investigating or initiating proceedings in respect of any facts and contraventions that are not set out in Parts IV and V of this Settlement Agreement or in respect of conduct that occurred outside the specified date ranges of the facts and contraventions set out in Parts IV and V, whether known or unknown at the time of settlement. Furthermore, nothing in this Settlement Agreement shall relieve the Respondent from fulfilling any continuing regulatory obligations.

  • Revolver Commitment for any Lender, its obligation to make Revolver Loans and to participate in LC Obligations up to the maximum principal amount shown on Schedule 1.1, or as hereafter determined pursuant to each Assignment and Acceptance to which it is a party. “Revolver Commitments” means the aggregate amount of such commitments of all Lenders.

  • The Commitment Subject to the terms and conditions of this Agreement, Lender agrees to make term loans to Borrower from time to time from the Closing Date and to, but not including, the Termination Date in an aggregate principal amount not exceeding the Commitment. The Commitment is not a revolving credit commitment, and Borrower does not have the right to repay and reborrow hereunder. Each Loan requested by Borrower to be made on a single Business Day shall be for a minimum principal amount set forth in the Supplement, except to the extent the remaining Commitment is a lesser amount.

  • Revolving Commitment Subject to the terms and conditions hereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrowers from time to time from the Effective Date until the Termination Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein for the purposes hereinafter set forth (provided, that, all Revolving Loans made prior to the Effective Time (as defined in the Merger Agreement) shall be made to Speedway Funding); provided, however, that (x) the sum of the aggregate principal amount of outstanding Revolving Loans at any time shall not exceed the Revolving Committed Amount and (y) the sum of the aggregate principal amount of outstanding Revolving Loans on the Effective Date shall not exceed $20,000,000 (which outstanding amount shall result only from borrowings of Revolving Loans the proceeds of which are used to finance the Offer (as defined in the Merger Agreement) and for fees and expenses related to the Merger); provided, further, (i) with regard to each Revolving Lender individually, such Lender’s share of outstanding Revolving Obligations shall not exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (ii) with regard to the Revolving Lenders collectively, the aggregate principal amount of outstanding Revolving Obligations shall not exceed ONE HUNDRED MILLION DOLLARS ($100,000,000) (as such aggregate maximum amount may from time to time be increased pursuant to Section 2.6 or reduced as provided in Section 3.3). Revolving Loans may consist of Base Rate Loans or Eurodollar Loans, or a combination thereof, as the Borrowers may request and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, that no more than six Eurodollar Loans shall be outstanding hereunder at any time with respect to Revolving Loans. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date and have the same duration, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period.