Ad Hoc Group means the ad hoc group of Consenting Noteholders represented by the Ad Hoc Group Advisors.
Required Consenting Noteholders means, as of the relevant date, the Consenting Noteholders then holding greater than fifty and one-tenth percent (50.1%) of the aggregate outstanding principal amount of Senior Notes Claims that are held by all Consenting Noteholders subject to the Restructuring Supporting Agreement as of such date.
Seller Notes means the series of unsecured, subordinated promissory notes in the initial aggregate principal amount of $100 million issued to Globetrotter Co-Investment B LP and to the selling equity holders of Lakeland Holdings, LLC (including the intragroup back-to-back notes issued by certain Debtors to other Debtors related thereto) and the guarantees provided by Lakeland Seller Finance, LLC in respect thereof, in connection with that certain Sale and Merger Agreement dated as of November 8, 2017, by and among WS Holdings Acquisition, Inc., as Purchaser, WS Holdings, Inc. as Blocker Corp., Lakeland Holdings, LLC as the Company, Lakeland Merger Sub II, LLC as Merger Sub, Globetrotter Co-Investment B LP as Blocker Seller and, solely in its capacity as Representative in accordance with the terms of the Sale and Merger Agreement, Metalmark Management II LLC.
Lead Securitization Note Holder Representative means the “Directing Certificateholder” or equivalent Person under the Lead Securitization Servicing Agreement.
Non-Lead Securitization Note Holder Representative means the “Directing Certificateholder” or equivalent Person under the Non-Lead Securitization Servicing Agreement.
Non-Lead Securitization Noteholder Representative shall have the meaning assigned to such term in the definition of “Non-Lead Securitization Noteholder”.
Consenting Noteholders has the meaning set forth in the preamble to this Agreement.
Controlling Note Holder Representative shall have the meaning assigned to such term in Section 6(a).
Initial Note Holders shall have the meaning assigned to such term in the preamble to this Agreement.
Non-Controlling Note Holder Representative shall have the meaning assigned to such term in Section 6(c).
Second Lien Noteholders means the holders of Second Lien Notes.
Senior Noteholders means the holders of the Senior Notes.
Note Holders means collectively, the Note A-1 Holder and the Note A-2 Holder.
Seller Note means the promissory note evidencing Xxxxxxxx’s repayment obligations in respect of the Seller Loan.
Note Holder Representative means a Controlling Note Holder Representative or a Non-Controlling Note Holder Representative, as applicable.
Initial Noteholders shall have the meaning assigned to such term in the recitals.
Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.
Companion Loan Holder Representative With respect to each Serviced Companion Loan, any representative appointed by the related Companion Loan Holder.
Controlling Noteholder Representative shall have the meaning assigned to such term in Section 6(a).
Lead Securitization Note Holder means the holder of the Lead Securitization Note.
Related Transactions Documents means the Loan Documents, and all other agreements or instruments executed in connection with the Related Transactions.
Non-Lead Note Holder Representative shall have the meaning assigned to such term in Section 6(c).
Tax Receivable Agreements means this Agreement and any Post-IPO TRA.
Non-Lead Securitization Note Holder means any holder of a Non-Lead Securitization Note.
Investor Parties has the meaning set forth in the Preamble.
Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.