Discharge of Senior Indebtedness means (a) indefeasible payment in full in cash of all outstanding Obligations, (b) termination or expiration of all Letters of Credit (other than Letters of Credit as to which arrangements satisfactory to each L/C Issuer thereof, in its sole discretion, have been made) and (c) termination of each Commitment and the reduction of the Aggregate Commitments to zero.
Discharge of Senior Indebtedness means payment in full in cash (or, in the case of any Bank Product Obligations, providing Bank Product Collateralization (as defined in the Senior Credit Agreement)) of all Senior Indebtedness after or concurrently with termination of all commitments to extend credit under the Senior Credit Agreement.
Discharge of Senior Indebtedness means, subject to Section 9.10(e), (a) payment in full in cash of the principal of and interest, fees, expenses (including interest, fees, and expenses accruing on or after the commencement of any bankruptcy, reorganization, insolvency, receivership or similar proceeding relating to the Company at the rate provided for in the applicable documents governing all Senior Indebtedness, regardless of whether allowed or allowable in any such any bankruptcy, reorganization, insolvency, receivership or similar proceeding relating to the Company) and premium, if any, on all Senior Indebtedness (other than contingent indemnification obligations as to which no claim has been asserted) and (b) termination of all other commitments under such Senior Indebtedness; provided, that the Discharge of Senior Indebtedness shall not be deemed to have occurred if (i) at any time after the Discharge of Senior Indebtedness has occurred, the Company thereafter incurs any additional Senior Indebtedness, then such Discharge of Obligations shall automatically be deemed not to have occurred for all purposes of ARTICLE IX, and such additional Senior Indebtedness shall automatically be treated as Senior Indebtedness for all purposes of this Agreement and (ii) if any holder of Senior Indebtedness is required in any bankruptcy, reorganization, insolvency, receivership or similar proceeding or otherwise to turn over or otherwise pay to the estate of the Company or any other Person any amount because the payment of such amount was declared to be fraudulent or preferential in any respect or for any other reason (a “Recovery”), then the Senior Indebtedness shall be reinstated to the extent of such Recovery and the such holders of Senior Indebtedness shall be entitled to a reinstatement of Senior Indebtedness with respect to all such recovered amounts.
Examples of Discharge of Senior Indebtedness in a sentence
For purposes of this Agreement, the Senior Indebtedness shall not be deemed to have been paid in full until the Discharge of Senior Indebtedness shall have occurred.
In addition, no Subordinated Debt Party shall assert or enforce, at any time prior to the Discharge of Senior Indebtedness, any claim under Section 506(c) of the Bankruptcy Code.
So long as the Discharge of Senior Indebtedness shall not have occurred, the parties hereto agree that no additional Liens shall be granted or permitted on any asset of any Borrower or any other Obligor to secure any Subordinated Obligation unless, subject to the terms of this Subordination Agreement, immediately after giving effect to such grant or concurrently therewith, a senior and prior Lien shall be granted on such asset to secure the Senior Obligations.
Until the Discharge of Senior Indebtedness has occurred, if a Subordinated Debt Party shall, at any time, receive any proceeds of any such insurance policy or any such award or payment, it shall transfer and pay over such proceeds to each of the Beneficiaries in accordance with Section 6.1.
So long as the Discharge of Senior Indebtedness has not occurred, the Administrative Agent and the other Senior Lenders shall have the exclusive right, subject to the rights of the Obligors under the Loan Documents, to settle and adjust claims in respect of Collateral under policies of insurance covering Collateral and to approve any award granted in any condemnation or similar proceeding, or any deed in lieu of condemnation, in respect of the Collateral.
More Definitions of Discharge of Senior Indebtedness
Discharge of Senior Indebtedness means payment in full in cash (or other consideration acceptable to the Senior Lenders and other Secured Parties (as defined in the Original NIA)) of all Senior Indebtedness (excluding unasserted contingent indemnity or reimbursement obligations that survive termination of the Senior Loan Documents) and the termination of all commitments to extend credit or purchase notes under the Senior Loan Documents. “Equity Interests” means Capital Stock and all warrants, options, or other rights to acquire Capital Stock (but excluding any debt security that is convertible into, or exchangeable for, Capital Stock). “Event of Default” means “Event of Default” as defined in the Senior NIA. “Exercise Any Secured Creditor Remedies” or “Exercise of Secured Creditor Remedies” means, in each case, with respect to the Senior Agent and the Senior Lenders, on one hand, and the Subordinated Agent and the Subordinated Lenders, on the other hand, with respect to the Collateral: (a) the taking of any action to foreclose, execute, levy, or collect on, take possession or control of, sell or otherwise realize upon (judicially or non-judicially), or lease, license, or otherwise dispose of (whether publicly or privately), any of the Collateral, or otherwise exercise or enforce remedial rights with respect to Collateral (including by way of setoff, recoupment, notification of a public or private sale or other disposition pursuant to the UCC or other applicable law, notification to account debtors, notification to depositary banks under deposit account control agreements, or exercise of rights under landlord consents, if applicable); (b) the exercise of any right or remedy provided to a secured creditor or otherwise on account of a Lien under the Senior Loan Documents, the Subordinated Loan Documents, applicable law or in an Insolvency Proceeding, including the election to retain Collateral in satisfaction of a Lien,
Discharge of Senior Indebtedness means: (a) payment in full in cash of all Senior Indebtedness; (b) termination or expiration of all commitments, if any, to extend credit that would constitute Senior Indebtedness; and (c) termination of all Liens securing the Senior Indebtedness held by or on behalf of the Senior Lenders Collateral Agent or any First Lien Claimholders (as defined in the Intercreditor Agreement) or any agent or trustee therefor, regardless of how acquired, whether by grant, possession, statute, operation of law, subrogation or otherwise
Discharge of Senior Indebtedness means (a) satisfaction by payment in full in cash of the principal (but not principal in excess of the First Lien Cap) of and interest (including allowed interest accruing on or after the commencement of any Insolvency or Liquidation Proceeding), expenses (including, without limitation, all legal fees) and premium, if any, on all Indebtedness outstanding under the Senior Revolving Credit Documents and termination of the Commitments, (b) satisfaction by payment in full in cash or otherwise of all other Senior Indebtedness that is due and payable or otherwise accrued and owing at or prior to the time such principal and interest are paid and (c) termination or cash collateralization of letters of credit, or the issuance of back-to-back letters of credit from an issuing bank acceptable to the Senior Revolving Claimholders in their sole discretion, consistent with all other Loan Documents of all letters of credit issued and outstanding under the Senior Revolving Credit Documents.
Discharge of Senior Indebtedness means the Final Payment.
Discharge of Senior Indebtedness shall have the meaning assigned such term in the Intercreditor Agreement.
Discharge of Senior Indebtedness means payment in full in cash (or other consideration acceptable to the Senior Lenders and other Secured Parties (as defined in the Original Senior NIA)) of all Senior Indebtedness (excluding unasserted contingent indemnity or reimbursement obligations that survive termination of the Senior Loan Documents) and the termination of all commitments to extend credit or purchase notes under the Senior Loan Documents. “Equity Interests” means Capital Stock and all warrants, options, or other rights to acquire Capital Stock (but excluding any debt security that is convertible into, or exchangeable for, Capital Stock).
Discharge of Senior Indebtedness means payment in full in cash of the Senior Indebtedness (other than Senior Indebtedness consisting solely of contingent indemnification obligations under the Senior Loan Documents) up to the Maximum Senior Loan Amount, including, with respect to amounts available to be drawn under outstanding letters of credit issued thereunder (or indemnities issued pursuant thereto in respect of outstanding letters of credit), delivery of Cash Collateral or backstop letters of credit in respect thereof in compliance with the terms of the Senior Loan Agreement (but in no case in excess of 105% of the face amount of such outstanding letters of credit), in each case, after or concurrently with termination of all commitments to extend credit thereunder.