First Amendment Transactions definition

First Amendment Transactions means the entry into the First Amendment and all transactions in connection therewith and related thereto and the payment of fees, costs and expenses related to each of the foregoing.

First Amendment Transactions means the “Transactions” as defined in the Existing Credit Agreement.

First Amendment Transactions means, collectively, (a) the execution, delivery and performance by the Loan Parties of the First Amendment and the other Loan Documents entered into on the First Amendment Effective Date to which they are a party and the Borrowing of 2020 Incremental Term Loans hereunder on the First Amendment Effective Date, (b) the 2020 Dividend and (c) the payment of the First Amendment Transaction Costs.

Examples of First Amendment Transactions in a sentence

• Subsection (b)(iv)(A) of the definition of EBITDA in Section 1.02 of the Credit Agreement is hereby amended to replace the reference to “the Transactions and the First Amendment Transaction” with “the Transactions, the First Amendment Transactions and the Second Amendment Transactions”.

• On the Acquisition Closing Date, immediately after giving effect to the First Amendment Transactions and the incurrence and repayment of all Indebtedness and obligations being incurred and repaid in connection herewith and therewith on the Acquisition Closing Date, the Borrower and its Subsidiaries, on a consolidated basis, are Solvent.

• The Administrative Agent shall have received a certificate executed by a Responsible Officer of the Borrower as of the First Amendment Effective Date, regarding the Solvency of the Consolidated Parties on a consolidated basis after giving effect to the First Amendment Transactions.

• The Borrower shall have paid in full, in accordance with the payment instructions of the Administrative Agent, all of the fees and actual and reasonable out-of-pocket costs and expenses (including Attorney Costs) payable in connection with the First Amendment Transactions and otherwise in accordance with Section 6 of this Amendment for which invoices shall have been submitted at least one (1) Business Day prior to the Term B1 Facility Effective Date.

• The Agent shall have received a customary solvency certificate, as of the Amendment Effective Date and after giving effect to the First Amendment Transactions, executed by a senior financial executive or officer of Smart Global Holdings.

More Definitions of First Amendment Transactions

First Amendment Transactions means has the meaning assigned to the term “Transactions” in the First Amendment.

First Amendment Transactions means, collectively, (a) the First Amendment Transaction (as defined in the First Amendment) and other related transactions contemplated by the First Amendment Transaction Agreement (as defined in the First Amendment), (b) the First Amendment Equity Contribution (as defined in the First Amendment), (c) the First Amendment Refinancing (as defined in the First Amendment), (d) the execution and delivery of the First Amendment and related documents to be entered into on the First Amendment Effective Date, (e) the funding of the 2018 Incremental Term Loans and (f) the payment of the First Amendment Transaction Expenses (as defined in the First Amendment).

First Amendment Transactions has the meaning assigned to such term in the First Amendment.

First Amendment Transactions means (i) the consummation of the Acquisition and the other transactions occurring under the Acquisition Agreement on or about the First Amendment Effective Date, (ii) (a) the execution, delivery and performance by the Borrower of the Bridge Term Loan Agreement and each other Bridge Loan Document to which it is a party, the borrowing of Loans (as such term is defined in the Bridge Term Loan Agreement) and the use of the proceeds thereof and (b) the execution, delivery and performance by each guarantor of each Bridge Loan Document to which it is a party, the guaranteeing of the Obligations (as such term is defined in the Bridge Term Loan Agreement) and the other obligations under the Bridge Guarantee Agreement by such guarantor and (iii) the payment of fees, costs and expenses in connection with the foregoing.

First Amendment Transactions means the closing of the First Amendment, the initial Tranche B Term Loan borrowing under this Agreement, the First Amendment Note Redemption and the payment of fees, commissions and expenses in connection with the foregoing.

First Amendment Transactions has the meaning assigned to such term in the First Amendment. “Flood Insurance Laws” means, collectively, (i) the National Flood Insurance Act of 1968 as now or hereafter in effect or any successor statute thereto, (ii) the Flood Disaster Protection Act of 1973 as now or hereafter in effect or any successor statue thereto, (iii) the National Flood Insurance Reform Act of 1994 as now or hereafter in effect or any successor statute thereto, and (iv) the Flood Insurance Reform Act of 2004 as now or hereafter in effect or any successor statute thereto. “Foreign Lender” means any Lender which is not a United States person as defined in Section 7701(a)(30) of the Code. “Foreign Subsidiary” means any direct or indirect Restricted Subsidiary of the Lead Borrower or any Guarantor which is not a Domestic Subsidiary. “Fourth Amendment” means the Fourth Amendment to Credit Agreement dated as of August 8, 2022, among Lead Borrower, Parent, the other Guarantors party thereto, the financial institutions party thereto as Lenders and the Administrative Agent. “Fourth Amendment Effective Date” has the meaning assigned to such term in the Fourth

First Amendment Transactions. (i) the incurrence of the Refinancing Revolving Credit Facility, (ii) the effecting of the other amendments under the First Amendment, (iii) the effecting of certain amendments to and refinancing of the ESH Credit Agreement, (iv) the incurrence of the 2019 Senior Notes (as defined in the ESH Credit Agreement), and (v) the payment of First Amendment Transaction Expenses.