Cashless Term Loan Prepayment definition

Cashless Term Loan Prepayment means the deemed optional prepayment of the principal amount of Term Loans by the Borrower pursuant to Section 2.05(a)(i), which prepayments shall be effectuated by the conversion or exchange (x) on or prior to February 28, 2021 (which date, upon written notice to the Administrative Agent, may be extended to permit a shareholder vote with respect to the Borrower, as needed to obtain required regulatory approvals or allow for the expiration of any regulatory waiting period (including under the Xxxx-Xxxxx-Xxxxxx Act), in each case, as necessary to effectuate all or any portion of such conversion or exchange) of Term Loans in an aggregate principal amount deemed purchased not to exceed $50,000,000 into Stock or Stock Equivalents (other than Disqualified Stock) of the Borrower by reducing the principal amount of Term Loans on a dollar for dollar basis based on a price determined by the Borrower and the Team Loan Lenders, which generally will be based on the market price of common stock of the Borrower (or such other price as may be required by the applicable rules and regulations of the NYSE) and/or (y) on or prior to February 17, 2021 of Term Loans in an aggregate principal amount deemed purchased not to exceed $35,000,000 into Notes Indebtedness permitted pursuant to Section 7.01(q) on a dollar-for dollar basis based on the principal amount of such deemed purchased Notes Indebtedness.
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Cashless Term Loan Prepayment means (x) any Cashless Notes Indebtedness Term Loan Prepayment or (y) any Cashless Stock Conversion Term Loan Prepayment, as the context may require.
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Cashless Term Loan Prepayment in Section 1.01 (Defined Terms) of the Credit Agreement shall be amended by deleting the text stricken below to read in its entirety as follows:
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More Definitions of Cashless Term Loan Prepayment

Cashless Term Loan Prepayment shall be amended and restated in its entirety as follows: “Cashless Term Loan Prepayment” means (x) any Cashless Notes Indebtedness Term Loan Prepayment or (y) any Cashless Stock Conversion Term Loan Prepayment, as the context may require. (c) Clause (a) of the definition of “Restricted Payment” shall be amended by inserting the text underlined below and deleting the text stricken below to read in its entirety as follows: (a) any dividend, distribution or any other payment whether direct or indirect, on account of any Stock or Stock Equivalents of the Borrower or any of its Subsidiaries now or hereafter outstanding, except (i) a dividend payable solely in Stock or Stock Equivalents (other than Disqualified Stock), or (ii) a dividend or distribution payable solely to the Borrower or one or more Guarantors, or (iii) so long as at the time of payment no Default or Event of Default shall have occurred and be continuing or may result therefrom, any payment to holders of Preferred Stock issued pursuant to Section 7.01(t) of regularly payable dividends at a rate not to exceed 9.0% per annum of the liquidation preference of such Preferred Stock, US6224674 006975-0846 3 (d) Clause (d)(iv)(B) of Section 2.09 (Fees) shall be amended by inserting the text underlined below and deleting the text stricken below to read in its entirety as follows: (B) the remainder of the outstanding Deferred Ticking Fees and Other Amendment Fees shall be payable on the earlier of (a) the last day of the Availability Period with respect to the Revolving Credit Facility and (b) the later of (I) the date on which the sum of (x) the aggregate amount of principal of Borrower incurs Additional Notes Indebtedness incurred by the Borrower plus (y) the aggregate liquidation preference of Preferred Stock (other than Converted Preferred Stock) issued by the Borrower in an aggregate principal amount that exceeds $30,000,000 and (II) the later of (x) each date set forth below with respect to each corresponding “Aggregate Amount Payable” if the Revolving Credit Facility Termination Date does not occur prior to or simultaneously with such date and (y) the last Business Day of any calendar month (any such date, a “Test Date”) on which the Cash Balance exceeds $50,000,000, provided that, if after giving pro forma effect to the payment of such portion of fees owed under this Section 2.09(d)(iv)(B) the Cash Balance does not exceed $50,000,000, (i) such payment shall not exceed the amount that would cause t...
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Related to Cashless Term Loan Prepayment

  • Discounted Term Loan Prepayment has the meaning assigned to such term in Section 2.11(a)(ii)(A).

  • Notice of Loan Prepayment means a notice of prepayment with respect to a Loan, which shall be substantially in the form of Exhibit 2.05 or such other form as may be approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), appropriately completed and signed by a Responsible Officer of the Borrower.

  • Discounted Prepayment Option Notice has the meaning specified in Section 2.05(d)(ii).

  • Borrower Offer of Specified Discount Prepayment means the offer by any Company Party to make a voluntary prepayment of Term Loans at a Specified Discount to par pursuant to Section 2.05(a)(v)(B).

  • Prepayment means any prepayment, whether in part or in full, in respect of any Receivable.

  • Extended Term Loan Repayment Amount shall have the meaning provided in Section 2.5(c).

  • Discounted Voluntary Prepayment Notice has the meaning specified in Section 2.05(d)(v).

  • Discounted Voluntary Prepayment has the meaning specified in Section 2.05(d)(i).

  • Mandatory Prepayment Amount for any Debentures shall equal the sum of (i) the greater of: (A) 130% of the principal amount of Debentures to be prepaid, plus all accrued and unpaid interest thereon, or (B) the principal amount of Debentures to be prepaid, plus all other accrued and unpaid interest hereon, divided by the Conversion Price on (x) the date the Mandatory Prepayment Amount is demanded or otherwise due or (y) the date the Mandatory Prepayment Amount is paid in full, whichever is less, multiplied by the VWAP on (x) the date the Mandatory Prepayment Amount is demanded or otherwise due or (y) the date the Mandatory Prepayment Amount is paid in full, whichever is greater, and (ii) all other amounts, costs, expenses and liquidated damages due in respect of such Debentures.

  • Tranche B Term Loan as defined in Section 2.1.

  • Mandatory Prepayment Date as defined in Section 2.12(e).

  • Mandatory Prepayment is defined in Section 2.4(a).

  • New Term Loan Repayment Amount shall have the meaning provided in Section 2.5(c).

  • Initial Term Loan Repayment Amount shall have the meaning provided in Section 2.5(b).

  • Discounted Prepayment Determination Date has the meaning set forth in Section 2.05(a)(v)(D)(3).

  • Optional Prepayment shall have the meaning set forth in Section 2.10.

  • Mandatory Prepayment Event has the meaning specified in Section 2.03(b)(i).

  • Specified Discount Prepayment Notice means an irrevocable written notice of a Borrower Offer of Specified Discount Prepayment made pursuant to Section 2.11(a)(ii)(B) substantially in the form of Exhibit I.

  • Tranche B Term Loans means Loans made or deemed made by the Tranche B Term Lenders pursuant to Section 2.01(b) or pursuant to Section 1 of the First Amendment to 2009 Credit Agreement.

  • Extended Term Loan shall have the meaning assigned to such term in Section 2.21(e).

  • Tranche A Term Loan Lender means a Lender with a Tranche A Term Loan Commitment or an outstanding Tranche A Term Loan.

  • Tranche B Term Loan Maturity Date means April 9, 2020 (or if such date is not a Business Day, the immediately preceding Business Day) or such earlier date as may result from the operation of Section 2.08(b), if applicable.

  • Tranche B Term Loan Lender means a Lender with a Tranche B Term Loan Commitment or an outstanding Tranche B Term Loan.

  • Discount Range Prepayment Notice means a written notice of a Borrower Solicitation of Discount Range Prepayment Offers made pursuant to Section 2.05(a)(v)(C) substantially in the form of Exhibit M-4.

  • Tranche B Term Loan Commitment means, with respect to each Lender, the commitment, if any, of such Lender to make a Tranche B Term Loan to the Borrower hereunder in a principal amount equal to the amount set forth on Schedule 1.01(b) (or in the case of any Continuing Tranche B Term Loan Lender, the amount of its Existing Tranche B Term Loan continued as a Tranche B Term Loans (as specified in its Term Loan Lender Addendum) pursuant to Section 2.01(b)(i).

  • Debt Prepayment Application means, with respect to any asset disposition, the application by the Company or any Subsidiary thereof of cash in an amount equal to the Net Proceeds Amount (or portion thereof) with respect to such asset disposition to pay Senior Indebtedness of the Company or such Subsidiary.