Designated Revolving Borrower means Hasbro SA, so long as it is a “Designated Borrower” under the Revolving Credit Facility.
Designated Revolving Borrower shall have the meaning assigned to such term in the preamble to this Agreement and shall include any Successor Designated Revolving Borrower, to the extent applicable.
Designated Revolving Borrower pursuant to this Section 1.15 hereby irrevocably appoints the Parent Borrower to act as its agent for all purposes of this Agreement and the other Loan Documents and agrees that (i) the Parent Borrower may execute such documents in connection herewith on behalf of such Designated Revolving Borrower as the Parent Borrower deems appropriate in its sole discretion and each Designated Revolving Borrower shall be obligated by all of the terms of any such document executed on its behalf, (ii) any notice or communication delivered by the Agent or the Lender to the Parent Borrower shall be deemed delivered to each Designated Revolving Borrower and (iii) the Agent or the Lenders may accept, and be permitted to rely on, any document, instrument or agreement executed by the Parent Borrower on behalf of each of the Credit Parties.
More Definitions of Designated Revolving Borrower
Designated Revolving Borrower shall have the meaning assigned to such term in the preamble to this Agreement and shall include any Successor Designated Revolving Borrower, to the extent applicable. “Designated Revolving Borrower Joinder Agreement” means each joinder agreement substantially in the form of Exhibit 1.15 or otherwise in form acceptable to the Agent. “Designated Revolving Borrower Requirements” has the meaning assigned to such term in Section 1.15(a). “Direction” has the meaning assigned to such term in Section 10.8(a)(2). “Disposed EBITDA” means, with respect to any Sold Entity or Business or Converted Unrestricted Subsidiary for any period, the amount for such period of Consolidated EBITDA of such Sold Entity or Business or Converted Unrestricted Subsidiary (determined as if references to the Parent Borrower and the Restricted Subsidiaries in the definition of the term “Consolidated EBITDA” (and in the component financial definitions used therein) were references to such Sold Entity or Business and its Subsidiaries or to such Converted Unrestricted Subsidiary and its Subsidiaries), all as determined or estimated by the Parent Borrower in good faith on a consolidated basis for such Sold Entity or Business. “Disposition” or “Dispose” means (a) the sale, lease, conveyance or other disposition of Property and (b) the sale or transfer by the Parent Borrower or any Restricted Subsidiary of the Parent Borrower of any Stock or Stock Equivalent issued by any Restricted Subsidiary of the Parent Borrower and held by such transferor Person. For the avoidance of doubt, “Disposition” shall not include the granting of any Lien permitted by Section 5.1 or any issuance by the Parent Borrower of any of its Stock or Stock Equivalent to another Person, but shall include the sale of any Property as a result of any foreclosure or exercise of remedies pursuant thereto. “Disqualified Equity Interests” means any Stock or Stock Equivalent that, by its terms (or by the terms of any security into which it is convertible or for which it is exchangeable), or upon the happening of any event, (a) matures or is mandatorily redeemable, pursuant to a sinking fund obligation or otherwise, or is redeemable at the option of the holder thereof, in whole or in part, on or prior to the date that is ninety-one (91) days following the final maturity date of the Loans (excluding any provisions requiring redemption upon a “change of control”, asset sale or casualty or condemnation event or similar event so long as a...
Designated Revolving Borrower means any wholly-owned Subsidiary of Parent (other than any Revolving Borrower as of the Closing Date) that is organized or incorporated under the laws of the United States, Germany, Luxembourg, the United Kingdom or any other jurisdiction acceptable to the Revolving Credit Lenders and the Administrative Agent, as to which an Election to Participate shall be delivered to the Administrative Agent on or after the Closing Date in accordance with Section 2.20; provided that the status of any of the foregoing as a Designated Revolving Borrower shall terminate if and when an Election to Terminate is delivered to the Administrative Agent in accordance with Section 2.20; provided, however, that (i) no Subsidiary incorporated or established under the laws of, or for tax purposes resident in, Switzerland, or having a permanent establishment situated in Switzerland shall become a Designated Revolving Borrower and (ii) no Subsidiary incorporated or established in the Federal Republic of Germany shall become a Designated Revolving Borrower of the U.S. Revolving Credit Facility.