Designated Equity Issuance definition

Designated Equity Issuance means any issuance or sale of Equity Interests (other than Disqualified Equity Interests or pursuant to the exercise of a Permitted Revolving Indebtedness Cure Right) in Holdings, or any capital contribution to Holdings (other than with respect to Disqualified Equity Interests or pursuant to the exercise of a Permitted Revolving Indebtedness Cure Right), in each case that is designated as a “Designated Equity Issuance” by Holdings by written notice to the Administrative Agent; provided that any such issuance, sale or contribution shall constitute a “Designated Equity Issuance” only to the extent of the Net Proceeds thereof contributed by Holdings to the equity of the Borrower or any other Restricted Subsidiary.

Designated Equity Issuance means any sale or issuance of Stock or Stock Equivalents (other than Disqualified Equity Interests) or any contribution to the equity capital of the Parent Borrower as to which the Parent Borrower has elected to increase the “Available Amount” pursuant to clauses (a)(iii) and (a)(v) thereto.

Designated Equity Issuance has the meaning specified in Section 5.4(a)(iv).

Examples of Designated Equity Issuance in a sentence

• On or prior to the third Business Day after the date on which the Person consummating the relevant Equity Issuance receives any Net Available Proceeds from any such Equity Issuance that is consummated after the Closing Date, in an aggregate principal amount equal to 50% of such Net Available Proceeds; provided, however, that the Designated Equity Issuance Proceeds to the extent contemporaneously applied pursuant to Section 9.06(i) need not be so applied.

• Upon any Equity Issuance (excluding (i) exercise of stock options or purchases of stock by management in an amount not to exceed $5.0 million in the aggregate and (ii) issuances by a Loan Party to another Loan Party) after the Closing Date not constituting a Designated Equity Issuance or a Working Capital Equity Issuance, Borrower shall make prepayments in accordance with Sections 2.10(h) and (i) in an aggregate principal amount equal to 100% of the Net Cash Proceeds of such Equity Issuance.

• The Company shall prepay this Note in an amount up to $4,000,000 at the election of Holder upon five (5) Business Days prior notice of such election to the Company, provided and on the condition that Holder has provided such notice to the Company within fifteen (15) Business Days of the closing of the Designated Equity Issuance, which amount shall be applied to the principal amount outstanding hereunder.

• On or prior to the third Business Day after the date on which the Person consummating the relevant Equity Issuance receives any Net Available Proceeds from any such Equity Issuance that is consummated on or after the Amendment and Restatement Date, in an aggregate principal amount equal to 50% of such Net Available Proceeds; PROVIDED, HOWEVER, that the Designated Equity Issuance Proceeds need not be so applied to the extent contemporaneously applied pursuant to Section 9.06(i).

• On or prior to the third Business Day after the date on which any Company receives any Net Available Proceeds from any Equity Issuance after the Closing Date, in an aggregate principal amount equal to 50% of such Net Available Proceeds; PROVIDED, HOWEVER, that the Designated Equity Issuance Proceeds need not be so applied to the extent contemporaneously applied pursuant to Section 9.06(i) or Section 9.25(a)(4)(y).

More Definitions of Designated Equity Issuance

Designated Equity Issuance means an Equity Issuance as to which the Borrowers notify the Administrative Agent in writing at or prior to the issuance thereof that all Net Cash Proceeds to be derived therefrom will be used to finance any of the following purposes: (a) a Permitted Acquisition, (b) Investments otherwise permitted to be incurred in Section 6.04, (c) Capital Expenditures; or (d) payments of Dividends and redemptions or purchases of the Senior Notes in accordance with Section 6.06.

Designated Equity Issuance means any issuance of Qualified Equity Interests in Holdings for cash to the extent that the Net Proceeds of such issuance are contributed by Holdings to the Borrower.

Designated Equity Issuance the issuance and sale by the Company of its common stock on or after the Amendment Effective Date and prior to June 30, 2009.

Designated Equity Issuance means an Equity Issuance as to which the Borrowers notify the Administrative Agent in writing at or prior to the issuance thereof that all Net Cash Proceeds to be derived therefrom will be used to finance any of the following purposes: (a) a Permitted Acquisition, (b) Investments otherwise permitted to be incurred in Section 6.04, (c) Capital Expenditures; (d) payments of Dividends and redemptions or purchases of the Qualified Senior Notes in excess of the amounts otherwise permitted to be incurred in Section 6.06; or (e) cure defaults with respect to financial covenants set forth in Section 6.08 to the extent permitted herein.

Designated Equity Issuance means any issuance or sale of Equity Interests (other than Disqualified Equity Interests or pursuant to the exercise of a Permitted Revolving Indebtedness Cure Right) in Holdings, or any capital contribution to Holdings (other than with respect to Disqualified Equity Interests or pursuant to the exercise of a Permitted Revolving Indebtedness Cure Right), in each case that is designated as a “Designated Equity Issuance” by Holdings by written notice to the Administrative Agent; provided that any such issuance, sale or contribution shall constitute a “Designated Equity Issuance” only to the extent of the Net Proceeds thereof contributed by Holdings to the equity of the Borrower or any other Restricted Subsidiary. “Designated Hedge Agreement” means (a) any Hedge Agreement that is entered into between Holdings, the Borrower or any Restricted Subsidiary and a counterparty that is, or was on the Closing Date, an Agent, the Arranger or any Affiliate of any of the foregoing, whether or not such counterparty shall have been an Agent, the Arranger or any Affiliate of any of the foregoing at the time such Hedge Agreement was entered into, (b) any Hedge Agreement that is in effect on the Closing Date between Holdings, the Borrower or any Restricted Subsidiary and a counterparty that is a Lender or an Affiliate of a Lender as of the Closing Date or (c) any Hedge Agreement that is entered into after the Closing Date by Holdings, the Borrower or any Restricted Subsidiary and a counterparty that is a Lender or an Affiliate of a Lender at the time such Hedge Agreement is entered into and, in each case under the foregoing clauses (a) through (c), that is designated as a “Designated Hedge Agreement” in a writing from the Borrower and the applicable counterparty to the Administrative Agent in form and detail reasonably satisfactory to the Administrative Agent. Any such designation in writing from the Borrower and the applicable counterparty (or any subsequent writing from the Borrower and such counterparty to the Administrative Agent) may further designate any Designated Hedge Agreement as being a “Designated Pari Hedge Agreement” as defined under this Agreement. DMFIRM #406105327 v12 33

Designated Equity Issuance means the proposed sale of equity by Parent (as defined below) with proceeds to Parent of at least $4,000,000 prior to payment of any transaction expenses, which sale is contemplated to occur no later than August 31, 2012. The equity to be sold may consist of preferred stock, common stock, warrants to purchase common stock, or any combination thereof.

Designated Equity Issuance means an Equity Issuance as to which the Borrower notifies the Agents in writing at or prior to the issuance thereof that all Net Cash Proceeds to be derived therefrom will be used to finance any of the following purposes: (a) a Permitted Acquisition, (b) Investments in any Foreign Subsidiary, non-Wholly Owned Subsidiary and/or joint venture, in each case, above the amounts otherwise permitted in Section 6.04, (c) Capital Expenditures in excess of the amounts otherwise permitted to be incurred in Section 6.08(c) and (d) payments of Dividends in excess of the amounts otherwise permitted to be incurred in Section 6.06.