Cashless Settlement Option definition

Cashless Settlement Option allocation in accordance with Amendment No. 4, in the case of each Cashless Option Term A Lender and (y) $250,000,000 minus the aggregate Cashless Settlement Option allocations in accordance with Amendment No. 4 (such aggregate amount of allocations being $250,000,000), in the case of the Additional Term A-2 Lenders. Notwithstanding the foregoing, any Cashless Option Term A-1 Lender shall not be required to deliver any additional amounts on the Amendment No. 4 Effective Date but shall make Term A-2 Loans cashlessly with the proceeds of the repayment of all (or such lesser amount as the Amendment No. 4 Arrangers together with the Administrative Agent may allocate) of its Term A Loans in accordance with Amendment No. 4. Amounts borrowed under this Section 2.01(g) and repaid or prepaid may not be reborrowed. Term A-2 Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

Cashless Settlement Option. “Amendment No. 4 Consent” means a consent to Amendment No. 4 substantially in the form of Exhibit A attached thereto. “Amendment No. 4 Effective Date” means August 15, 2017, which is the first Business Day on which all of the conditions precedent set forth in Section 4 of Amendment No. 4 have been satisfied or waived and the Term B-3 Loans are funded or deemed funded through a cashless settlement pursuant to Section 2.01(d)(i), as applicable. “Amendment No. 4 Non-Exchanging Lender” means each Lender holding Term B-2 Loans on the Amendment No. 4 Effective Date that (i) did not execute and deliver an Amendment No. 4 Consent on or prior to the Amendment No. 4 Effective Date or (ii) is an Amendment No. 4 Post-Closing Option Lender. “Amendment No. 4 Post-Closing Option Lender” means each Lender that executed and delivered an Amendment No. 4 Consent indicating the “Post-Closing Settlement Option.” “Amendment No. 5” means Amendment No. 5 to this Agreement, dated as of April 11, 2018. “Amendment No. 5 Arrangers” means SunTrust Xxxxxxxx Xxxxxxxx, Inc., Citibank, N.A. and Xxxxxxx Xxxxx Lending Partners LLC, in their capacity as the joint lead arrangers and joint bookrunning managers for Amendment No. 5. “Amendment No. 5 Cashless Option Lender” means each Lender that has executed and delivered an Amendment No. 5 Consent indicating the “Cashless Settlement Option.” “Amendment No. 5 Consent” means a consent to Amendment No. 5 substantially in the form of Exhibit A attached thereto. “Amendment No. 5 Effective Date” means April 11, 2018, which is the first Business Day on which all of the conditions precedent set forth in Section 4 of Amendment No. 5 have been satisfied or waived and the Term B-4 Loans are funded or deemed funded through a cashless settlement pursuant to Section 2.01(e)(i), as applicable. “Amendment No. 5 Non-Exchanging Lender” means each Lender holding Term B-3 Loans on the Amendment No. 5 Effective Date that (i) did not execute and deliver an Amendment No. 5 Consent on or prior to the Amendment No. 5 Effective Date or (ii) is an Amendment No. 5 Post-Closing Option Lender. “Amendment No. 5 Post-Closing Option Lender” means each Lender that executed and delivered an Amendment No. 5 Consent indicating the “Post-Closing Settlement Option.” “Amendment No. 6” means Amendment Agreement No. 6 to this Agreement, dated as of November 9, 2018. -7- “Amendment No. 6 Arrangers” means Xxxxx Fargo Securities, LLC and Citibank, N.A., in their respective capacities as t...

Cashless Settlement Option with respect to its Tranche B-3 Term Loans.

Examples of Cashless Settlement Option in a sentence

• By delivery of this letter agreement (this “Tranche B-2 Participation Notice”), each of the undersigned (each a “Participating Lender”), hereby irrevocably consents to the Amendment and the amendment of the Credit Agreement contemplated thereby and (check as applicable): NAME OF PARTICIPATING LENDER: AMOUNT OF EXISTING TERM LOANS OF SUCH PARTICIPATING LENDER: $ ☐ Cashless Settlement Option.

• The undersigned Repricing Term Loan Lender hereby consents to the Amendment and agrees as follows with respect to its Existing Term Loans: [Check ONLY ONE of the two boxes below] Consent and Cashless Settlement Option The undersigned Repricing Term Loan Lender agrees to 100% of the outstanding principal amount of such Repricing Term Loan Lender’s Existing Term Loans converted, on a cashless basis, to Repriced Term Loans for all purposes under the Amended Credit Agreement.

• By delivery of this letter agreement (this “Tranche B-1 Participation Notice”), each of the undersigned (each a “Repricing Participating Lender”), hereby irrevocably consents to the Amendment and the amendment of the Credit Agreement contemplated thereby and (check as applicable): o Cashless Settlement Option.

• In addition, the undersigned selects the settlement option marked below: Cashless Settlement Option: ¨ Mxxx this box to exchange or convert (on a cashless basis) all of your Initial Term Loans with Term B Loans in a like principal amount as described in the Amendment.

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More Definitions of Cashless Settlement Option

Cashless Settlement Option with respect to its Tranche B-4

Cashless Settlement Option has the meaning assigned to such term in Section 2.1(d).

Cashless Settlement Option. (each, a “Cashless Option Lender”) shall be deemed to have converted all of its Initial Term Loans (which Initial Term Loans shall thereafter no longer be deemed to be outstanding) to Tranche B Term Loans in the same aggregate principal amount as such Initial Term Loan Lender’s Initial Term Loans (or such lesser amount as determined by the Second Amendment Arrangers (as defined below));

Cashless Settlement Option allocation in accordance with Amendment No. 2 in the case of each Cashless Option Lender and (B) in amount equal to $398,000,000 minus the aggregate Cashless Settlement Option allocations in accordance with Amendment No. 1 (such amount being $46,882,698.06) in the case of the Additional Term B-3 Lender. The initial Interest Periods for all Eurocurrency Rate Term B-3 Loans made on the Amendment No. 2 Effective Date shall be the same Interest Periods applicable to the Eurocurrency Rate Term B-2 Loans immediately prior to the Amendment No. 2 Effective Date. Notwithstanding the foregoing, any Cashless Option Lender as defined in accordance with Amendment No. 2 shall not actually make a loan on the Amendment No. 2 Effective Date but shall be deemed to have exchanged all (or such lesser amount as the Amendment No. 2 Arranger together with the Administrative Agent may allocate) of its Term B-2 Loans for Term B-3 Loans, in accordance with Amendment No. 2.”

Cashless Settlement Option. “Amendment No. 6 Consent” means a consent to Amendment No. 6 substantially in the form of Exhibit A attached thereto. “Amendment No. 6 Effective Date” means November 9, 2018, which is the first Business Day on which all of the conditions precedent set forth in Section 4 of Amendment No. 6 have been satisfied or waived and the Term B-5 Loans are funded or deemed funded through a cashless settlement pursuant to Section 2.01(f)(i), as applicable. “Amendment No. 6 Non-Exchanging Lender” means each Lender holding Term B-4 Loans on the Amendment No. 6 Effective Date that (i) did not execute and deliver an Amendment No. 6 Consent on or prior to the Amendment No. 6 Effective Date or (ii) is an Amendment No. 6 Post-

Cashless Settlement Option shall have the meaning assigned to such term in the Consent (as such term is defined in Amendment No. 2) to Amendment No. 2.

Cashless Settlement Option in its Existing Loans (each an “Existing Lender” and collectively, the “Existing Lenders”).