Discounted Prepayment Offer definition

Discounted Prepayment Offer shall have the meaning assigned to such term in Section 2.22(a).

Discounted Prepayment Offer means the irrevocable written offer by a Lender, substantially in the form of Exhibit 2.16(b), submitted in response to an invitation to submit offers following the applicable Administrative Agent’s receipt of a Discounted Prepayment Offer Solicitation.

Discounted Prepayment Offer means an offer by the Borrower to prepay Term Loans pursuant to the Auction Procedures and otherwise in accordance with Section 2.17.

Examples of Discounted Prepayment Offer in a sentence

• Any Term Lender whose Solicited Discounted Prepayment Offer is not received by the Auction Agent by the Solicited Discounted Prepayment Response Date shall be deemed to have declined prepayment of any of its Term Loans at any discount.

• Each Lender that has submitted a Solicited Discounted Prepayment Offer to accept prepayment at an Offered Discount that is greater than or equal to the Acceptable Discount shall be deemed to have irrevocably consented to prepayment of Term Loans equal to its Offered Amount (subject to any required proration pursuant to the following sentence) at the Acceptable Discount (each such Lender, a “Qualifying Lender”).

• Each Term Lender’s Solicited Discounted Prepayment Offer shall (x) be irrevocable, (y) remain outstanding until the Acceptance Date, and (z) specify both a discount to par (the “Offered Discount”) at which such Term Lender is willing to allow prepayment of its then outstanding Term Loan and the maximum aggregate principal amount and tranches of such Term Loans (the “Offered Amount”) such Term Lender is willing to have prepaid at the Offered Discount.

• Each Term Lender that has submitted a Solicited Discounted Prepayment Offer with an Offered Discount that is greater than or equal to the Acceptable Discount shall be deemed to have irrevocably consented to prepayment of Term Loans equal to its Offered Amount (subject to any required pro rata reduction pursuant to the following sentence) at the Acceptable Discount (each such Lender, a “Qualifying Lender”).

• Any Lender whose Solicited Discounted Prepayment Offer is not received by the Administrative Agent by the Solicited Discounted Prepayment Response Date shall be deemed to have declined prepayment of any of its Term Loans at any discount to their par value.

• Each Lender that has submitted a Solicited Discounted Prepayment Offer with an Offered Discount that is greater than or equal to the Acceptable Discount shall be deemed to have irrevocably consented to prepayment of Term Loans equal to its Offered Amount (subject to any required pro-rata reduction pursuant to the following sentence) at the Acceptable Discount (each such Lender, a “Qualifying Lender”).

• Each Lender’s Solicited Discounted Prepayment Offer shall (x) be irrevocable, (y) remain outstanding until the Acceptance Date, and (z) specify both a discount to par (the “Offered Discount”) at which such Lender is willing to allow prepayment of its then outstanding Term Loans and the maximum aggregate Outstanding Amount and Tranches of such Term Loans (the “Offered Amount”) such Lender is willing to have prepaid at the Offered Discount.

• Each Term Lender that has submitted a Solicited Discounted Prepayment Offer with an Offered Discount that is greater than or equal to the Acceptable Discount shall be deemed to have irrevocably consented to prepayment of Term Loans equal to its Offered Amount (subject to any required pro-rata reduction pursuant to the following sentence) at the Acceptable Discount (each such Lender, a “Qualifying Lender”).

• The Auction Agent will promptly provide each relevant Term Lender with a copy of such Solicited Discounted Prepayment Notice and a form of the Solicited Discounted Prepayment Offer to be submitted by a responding Term Lender to the Auction Agent (or its delegate) by no later than 5:00 p.m., New York City time on the third Business Day after the date of delivery of such notice to the relevant Term Lenders (the “Solicited Discounted Prepayment Response Date”).

• Any Lender whose Solicited Discounted Prepayment Offer is not received by the Auction Agent by the Solicited Discounted Prepayment Response Date shall be deemed to have declined prepayment of any of its Loans at any discount.

More Definitions of Discounted Prepayment Offer

Discounted Prepayment Offer means the irrevocable written offer by a Lender, substantially in the form of Exhibit J-2 to this Agreement, submitted in response to an invitation to submit offers following the Administrative Agent’s receipt of a Discounted Prepayment Offer Solicitation. “Discounted Prepayment Offer Solicitation” means a written notice of the Borrower’s solicitation of Discounted Prepayment Offers made pursuant to Section 2.26(a) substantially in the form of Exhibit J-1 to this Agreement. “Discounted Prepayment Proration” has the meaning assigned to such term in Section 2.26(b)(iii). “Discounted Prepayment Response Date” means, with respect to any Discounted Prepayment Offer Solicitation, the date specified in such Discounted Prepayment Offer Solicitation, which shall be no less than three (3) Business Days after delivery of such notice to applicable Lenders, as such date may be extended upon notice by the Borrower to the Administrative Agent and each Lender holding the applicable Class of Loans before the previously announced Discounted Prepayment Response Date. “Disposition” has the meaning assigned to such term in Section 6.05. “Disqualified Equity Interest” means, with respect to any Person, any Equity Interest in such Person that by its terms (or by the terms of any security into which it is convertible or for which it is exchangeable, either mandatorily or at the option of the holder thereof), or upon the happening of any event or condition:

Discounted Prepayment Offer means an offer by the Borrower to prepay Term Loans pursuant to the Auction Procedures and otherwise in accordance with S ection 2.17.