First Out Loan definition

First Out Loan means any First Lien Loan that, in any bankruptcy, reorganization, arrangement, insolvency, moratorium, post-event of default scenario or liquidation proceedings, is senior in right of payment to (and documented under the same Underlying Instruments as) a FILO Loan to the same Obligor.

First Out Loan means a Loan that (a) constitutes an Eligible Loan which is a First Lien Loan, (b) is secured on a pari passu basis with a Last Out Loan by a perfected, first priority security interest in all or substantially all of the assets of the related Obligor, and (c) following the occurrence of a specified event or trigger under the applicable Loan Documents, will be paid in full prior to the payment of any portion of the related Last Out Loan issued by the same Obligor, in accordance with a specified priority of payment; provided, however, that if (i) the Borrower holds 100% of the interests in both the First Out Loan and related Last Out Loan of an Obligor, or (ii) 100% of the interests in both the First Out Loan and the related Last Out Loan of an Obligor are held by the Borrower and its Affiliates, in accordance with that certain exemptive order granted by the SEC to the Originator in July 2012 to the extent that such order remains applicable to Originator and its Affiliates, then in either case, both Loans will be considered to be First Lien Loans provided all other requirements of this definition are satisfied.

First Out Loan means a Loan that (a) constitutes an Eligible Loan which is a First Lien Loan, (b) is secured on a pari passu basis with a Last Out Loan by a perfected, first priority security interest in a substantial portion of the assets of the related Obligor, and (c) following the occurrence of a specified event or trigger under the applicable Loan Documents, will be paid in full prior to the payment of any portion of the related Last Out Loan issued by the same Obligor, in accordance with a specified priority of payment; provided, however, that if (i) the Borrower holds both the First Out Loan and related Last Out Loan of an Obligor, or (ii) the Borrower holds a First Out Loan of an Obligor and an Affiliate of Borrower holds the related Last Out Loan, then in either case, both Loans will be considered to be First Lien Loans provided all other requirements of this definition are satisfied.

Examples of First Out Loan in a sentence

• Upon the occurrence and during the continuance of a Payment Default or Acceleration, the Administrative Agent and the First Out Lenders may take and continue any Enforcement Action with respect to the First Out Loan Obligations and the Collateral in such order and manner as they may determine in their sole discretion.

• Notwithstanding any rights or remedies available to the other Secured Parties under any of the First Out Loan Documents, Second Out Loan Documents, applicable law or otherwise, until the Term Termination Date, no Secured Party other than the Term Agent shall (except as provided in the immediately succeeding clause (ii)), directly or indirectly, exercise any Default Remedy with respect to any Term Collateral without the consent of the Term Agent.

• Each Bridge B Lender severally agrees, on the terms and conditions hereinafter set forth, to make Bridge B Loans to the Borrower from time to time on any Business Day during the First Out Loan Availability Period, in an aggregate principal amount not to exceed at any time outstanding the amount of such Bridge B Lender’s Bridge B Loan Commitment, and in a combined amount for all Bridge B Lenders not to exceed at any time outstanding $500,000.

• There were no further changes to the quantum or terms of the existing First Out Loan as a result of this transaction.

• Each Bridge A Lender severally agrees, on the terms and conditions hereinafter set forth, to make Bridge A Loans to the Borrower from time to time on any Business Day during the First Out Loan Availability Period, in an aggregate principal amount not to exceed at any time outstanding the amount of such Bridge A Lender’s Bridge A Loan Commitment, and in a combined amount for all Bridge A Lenders not to exceed at any time outstanding $2,000,000.

• Notwithstanding any rights or remedies available to the other Secured Parties under any of the First Out Loan Documents, Second Out Loan Documents, applicable law or otherwise, until the Term LC Termination Date, no Secured Party other than the Term LC Agent shall, directly or indirectly, exercise any Default Remedy with respect to any Term LC Collateral without the consent of the Term LC Agent.

• Notwithstanding any rights or remedies available to the other Secured Parties under any of the First Out Loan Documents, Second Out Loan Documents, applicable law or otherwise, until the Bonding LC Termination Date, no Secured Party other than the Bonding LC Agent shall, directly or indirectly, exercise any Default Remedy with respect to any Bonding LC Collateral without the consent of the Bonding LC Agent.

• In the event that any Last Out Lender becomes a judgment lien creditor in respect of any Collateral as a result of its enforcement of its rights as an unsecured creditor, such judgment lien shall be subject to the terms of this Agreement for all purposes (including in relation to the First Out Loan Obligations) to the same extent as the Last Out Loan Obligations are subject to the terms of this Agreement.

• Each Borrowing Request (other than any request for the continuation of any Eurodollar Rate Loan or for the conversion of any Loans of one Type to another Type) submitted by the Borrower pursuant to this Section 4.3 shall be deemed to be a representation and warranty that the conditions specified in Section 4.3(a) and Section 4.3(b) have been satisfied on and as of the date of such Borrowing Request and on and as of the date of the Borrowing of the applicable First Out Loan.

• Notwithstanding any rights or remedies available to the other Secured Parties under any of the First Out Loan Documents, Second Out Loan Documents, applicable law or otherwise, until the Revolving Termination Date, no Secured Party other than the Revolving Agent shall (except as provided in the immediately succeeding clause (ii)), directly or indirectly, exercise any Default Remedy with respect to any Revolving Collateral without the consent of the Revolving Agent.

More Definitions of First Out Loan

First Out Loan means a Loan that (a) constitutes an Eligible Loan which is a First Lien Loan, (b) is secured on a pari passu basis with a Last Out Loan by a perfected, first priority security interest in all or substantially all of the assets of the related Obligor, and (c) following the occurrence of a specified event or trigger under the applicable Loan Documents, will be paid in full prior to the payment of any portion of the related Last Out Loan issued by the same Obligor, in accordance with a specified priority of payment.

First Out Loan means a Loan that (a) constitutes an Eligible Loan which is a First Lien Loan, (b) is secured on apari passu basis with a Last Out Loan by a perfected, first priority security interest in a substantial portion of the assets of the related Obligor, and (c) following the occurrence of a specified event or trigger under the applicable Loan Documents, will be paid in full prior to the payment of any portion of the related Last Out Loan issued by the same Obligor, in accordance with a specified priority of payment; provided, however, that if (i) the Borrower holds both the First Out Loan and related Last Out Loan of an Obligor, or (ii) the Borrower holds a First Out Loan of an Obligor and an Affiliate of Borrower holds the related Last Out Loan, then in either case, both Loans will be considered to be First Lien Loans provided all other requirements of this definition are satisfied.

First Out Loan means that portion of the Loan made by the First Out Lenders on the date hereof, in the aggregate original principal amount of$125,000,000.

First Out Loan means the Initial First-Out Loan and any Additional First-Out Loan.

First Out Loan means the portion of the Term Loan and Revolving Loan held by the First Out Lender on the date of this Agreement, which on the date hereof is in the initial principal amount of $[ ].