Free and Clear Incremental Amount definition
Free and Clear Incremental Amount has the meaning set forth in Section 2.14(d)(v).
Free and Clear Incremental Amount shall have the meaning set forth in the definition of Maximum Incremental Term Facilities Amount.
Free and Clear Incremental Amount shall have the meaning assigned to such term in the definition of the term “Incremental Amount.”
Examples of Free and Clear Incremental Amount in a sentence
Without limiting the foregoing, all or any portion of the Free and Clear Incremental Amount incurred concurrently with all or any portion of the Incurrence-Based Incremental Amount shall not count as Indebtedness for the purposes of calculating the applicable ratio pursuant to the Incurrence-Based Incremental Amount in accordance with Section 1.2(m).
The Borrower may elect to incur any Incremental Facility or Incremental Equivalent Debt by utilizing the Incurrence-Based Incremental Amount, the Free and Clear Incremental Amount, the Voluntary Prepayment Amount, or any combination thereof.
More Definitions of Free and Clear Incremental Amount
Free and Clear Incremental Amount shall have the meaning assigned to such term in Section 2.20(a)(i).
Free and Clear Incremental Amount means:
Free and Clear Incremental Amount. (a) the greater of (i) $130,000,000 and (ii) 100% of Consolidated EBITDA for the most recently ended Test Period as of such time determined on a Pro Forma Basis, plus (b) the General Debt Basket Reallocated Amount, plus (c) the sum of the aggregate principal amount of (x) voluntary prepayments, repayments, redemptions, repurchases and debt buybacks (in an amount equal to the principal amount of the Indebtedness subject thereto) of Term Loans, any Incremental Term Loans and any Incremental Equivalent Debt or any other Indebtedness incurred under the Free and Clear Incremental Amount (including open market purchases at or below par, payments through Dutch auction procedures and payments utilizing Section 9.04(h) or any other analogous “yank-a-bank” provision in the documentation governing such Indebtedness) by Holdings, the Borrower or any of its Subsidiaries and (y) permanent commitment reductions in respect of the Revolving Credit Facility, any Additional/Replacement Revolving Commitments or any other revolving credit facility that is incurred under the Free and Clear Incremental Amount, except, in each case under this clause (c), to the extent funded with proceeds of long-term Indebtedness of the Borrower or the Restricted Subsidiaries (other than (1) any revolving Indebtedness, (2) any intercompany loans among the Borrower and its Restricted Subsidiaries or (3) Incremental Facilities or Incremental Equivalent Debt then being incurred in reliance on this clause (c) or clause (d) below)), plus (d) the sum of the aggregate principal amount of voluntary prepayments, repayments, redemptions, repurchases and buybacks of, and, in the case of revolving credit commitments, permanent commitment reductions in respect of (in each case, an amount equal to the principal amount of the Indebtedness subject thereto), any Credit Agreement Refinancing Indebtedness, Other Term Loan, Other Revolving Credit Commitment or any Permitted Refinancing, as applicable, previously applied, directly or indirectly, to the prepayment, repayment, redemption, repurchase, buyback or permanent commitment reduction, as applicable, of any Indebtedness or revolving credit commitment, as applicable, described in clause (c) above (including open market purchases at or below par, payments through Dutch auction procedures and payments utilizing Section 9.04(h) or any other analogous “yank-a-bank” provision in the documentation governing such Indebtedness) by Holdings, the Borrower or any of its Su...
Free and Clear Incremental Amount means $200,000,000 minus the amount of Indebtedness incurred under the TLB Credit Agreement pursuant to the Free and Clear Incremental Amount (as defined in the TLB Credit Agreement) thereunder.
Free and Clear Incremental Amount has the meaning assigned to such term in the definition of “Incremental Cap.”
Free and Clear Incremental Amount has the meaning set forth in Section 2.14(d)(v).“Fronting Exposure” means, at any time there is a Defaulting Lender, (a) with respect to the L/CIssuer, such Defaulting Lender’s Pro Rata Share of the outstanding L/C Obligations other than L/CObligations as to which such Defaulting Lender’s participation obligation has been reallocated to otherLenders or Cash Collateralized in accordance with the terms hereof, and (b) with respect to the SwingLine Lender, such Defaulting Lender’s Pro Rata Share of Swing Line Loans other than Swing Line Loansas to which such Defaulting Lender’s participation obligation has been reallocated to other Lenders orCash Collateralized in accordance with the terms hereof.“FSHCO” has the meaning set forth in the definition of “Excluded Subsidiary”.“Fund” means any Person (other than a natural person) that is engaged in making, purchasing,holding or otherwise investing in commercial loans and similar extensions of credit in the ordinarycourse. “GAAP” means generally accepted accounting principles in the United States of America, as ineffect from time to time; provided, however, that (i) if the Borrower notifies the Administrative Agent that48
Free and Clear Incremental Amount has the meaning set forth in Section 2.14(d)(v). “Fronting Exposure” means, at any time there is a Defaulting Lender, (a) with respect to the L/C Issuer, such Defaulting Lender’s Pro Rata Share of the outstanding L/C Obligations other than L/C Obligations as to which such Defaulting Lender’s participation obligation has been reallocated to other Lenders or Cash Collateralized in accordance with the terms hereof, and (b) with respect to the Swing Line Lender, such Defaulting Lender’s Pro Rata Share of Swing Line Loans other than Swing Line Loans as to which such Defaulting Lender’s participation obligation has been reallocated to other Lenders or Cash Collateralized in accordance with the terms hereof. “FSHCO” has the meaning set forth in the definition of “Excluded Subsidiary”. “Fund” means any Person (other than a natural person) that is engaged in making, purchasing, holding or otherwise investing in commercial loans and similar extensions of credit in the ordinary course. “GAAP” means generally accepted accounting principles in the United States of America, as in effect from time to time; provided, however, that (i) if the Borrower notifies the Administrative Agent that the Borrower requests an amendment to any provision hereof to eliminate the effect of any change in accounting principles or change as a result of the adoption or modification of accounting policies (including, but not limited to, the impact of Accounting Standards Update 2016-12, Revenue from Contracts with Customers (Topic 606) or similar revenue recognition policies or any change in the methodology of calculating reserves for returns, rebates and other chargebacks) occurring after the Closing Date in GAAP or in the application thereof on the operation of such provision (or if the Administrative Agent notifies the Borrower that the Required Lenders request an amendment to any provision hereof for such purpose), regardless of whether any such notice is given before or after such change in GAAP or in the application thereof, then such provision shall be interpreted on the basis of GAAP as in effect and applied immediately before such change shall have become effective until such notice shall have been withdrawn or such provision amended in accordance herewith, (ii) GAAP shall be construed, and all computations of amounts and ratios referred to herein shall be made, without giving effect to any election under FASB ASC Topic 825 (or any other Financial Accounting Standard having a similar ...