Shareholder Notes Sample Clauses

Shareholder Notes. On the Effective Date, Reorganized Constar shall issue all of the Shareholder Notes pursuant to the Shareholder Notes Indenture. The Shareholder Notes shall be guaranteed by each of the Reorganized Debtors (other than Reorganized Constar). Each Holder of a Secured Floating Rate Note Claim shall elect to receive Shareholder Notes comprised of either notes or term loans, in each case pursuant to the Shareholder Notes Indenture. The issuance of the Shareholder Notes by Reorganized Constar and the guaranty of the Shareholder Notes by each of the Reorganized Debtors (other than Reorganized Constar) are authorized without the need for further corporate action.

Shareholder Notes. The Interlink Cos. shall cause any indebtedness owed to the Interlink Cos. by the Shareholder to be written off or paid prior to the Effective Time, and the Shareholder shall be financially responsible for any payroll taxes owed by the Interlink Cos. in connection therewith.

Shareholder Notes. Receipt by the Administrative Agent of evidence satisfactory to the Administrative Agent that (x) one or more Shareholder Notes shall have been issued by the Borrower to one or more of the shareholders of Holdings, and that net cash proceeds thereof of $20,000,000 shall have been received and applied by the Borrower to the optional prepayment of the Revolving Loans pursuant to Section 2.10 of the Credit Agreement, (y) the Borrower shall have received an unconditional commitment for the purchase of additional Shareholder Notes in the amount required pursuant to the last paragraph of the definition of such term in Section 2.2 not later than 15 days after the effectiveness of this Amendment No. 1 (which commitment shall be in form and substance satisfactory to the Administrative Agent) and (z) the Borrower shall have complied with the requirements of Section 4.7 of the Senior Subordinated Note Indenture with respect to the issuance of the Shareholder Notes;

Shareholder Notes. A new Section 7.18 shall be inserted at the end of Section 7 of the Credit Agreement to read as follows:

Shareholder Notes. Make or offer to make any payment, prepayment, repurchase or redemption of or otherwise defease or segregate funds with respect to the principal of or interest on, or any other amount payable in respect of, the Shareholder Notes, except (i) payments of interest in kind (or capitalizing interest) in accordance with the terms of the Shareholder Notes and delivery of warrants as contemplated thereby and (ii) cash payments or prepayments of principal of and interest on the Shareholder Notes, provided that with respect to any payments under this clause (ii) the following conditions shall have been satisfied:

Shareholder Notes. 46 4.2.10 Employment Agreements....................................... 46 4.2.11 Employee Releases........................................... 46 4.2.12 RW and RW-UK Stock.......................................... 46 4.2.13 Interim Board of Directors.................................. 47 4.2.14 Shareholders Agreement...................................... 47 4.2.15 Escrow Agreement............................................ 47 4.2.16 License Agreement........................................... 47 4.2.17

Shareholder Notes. The Shareholders shall deliver all of the Shareholder Notes, marked "paid in full and cancelled."

Shareholder Notes. 42 6.4 Insurance............................................................................43 6.5

Shareholder Notes. By their execution of this Agreement, Cliffs and the Shareholders hereby represent, warrant, and agree that (i) Schedule 1.1(bv) is true and correct in all respects, and (ii) upon payment of the amounts set forth on Schedule 1.1(bv) plus all interest which accrues thereon between the date hereof and the Closing in accordance with the terms of the Shareholder Notes, the Shareholder Notes will be, and will be deemed to be, paid and satisfied in full and the Shareholder Notes will be thereby automatically cancelled and of no further force or effect.