Incremental Equivalent Indebtedness definition

Incremental Equivalent Indebtedness means any Indebtedness incurred by the Borrowers in the form of (x) one or more series of secured or unsecured bonds, debentures, notes or similar instruments or (y) term loans; provided, that, (a) with respect to any such Indebtedness that is secured, such Indebtedness (i) shall either be secured (A) by a Lien on the Collateral ranking pari passu (but without regard to the control of remedies) to the Lien securing the Obligations or (B) by a Lien on the Collateral ranking junior to the Lien securing the Obligations, (ii) shall be subject to an intercreditor agreement on terms and conditions reasonably satisfactory to the Administrative Agent and (iii) shall not be secured by any assets not constituting Collateral, (b) if such Indebtedness is unsecured or secured by a Lien on the Collateral ranking junior to the Lien securing the Obligations, then such Indebtedness shall not mature, and no scheduled principal payments, prepayments (other than customary mandatory prepayments for change of control), repurchases, redemptions or sinking fund or like payments of any kind shall be required at any time before the 91st day following the Latest Maturity Date in effect at the time of incurrence thereof, (c) if such Indebtedness is secured by a Lien on the Collateral ranking pari passu (but without regard to the control of remedies) to the Lien securing the Obligations, then (i) such Indebtedness does not mature earlier than the Latest Maturity Date in effect hereunder at the time of incurrence thereof and (ii) the Weighted Average Life to Maturity of such Indebtedness shall not be less than the remaining Weighted Average Life to Maturity of any Term Loan (as reasonably determined by the Administrative Agent in accordance with customary financial practice), (d) the terms and conditions (taken as a whole) applicable to such Indebtedness are customary for similar Indebtedness in light of then-prevailing market conditions and shall not be more restrictive (as determined by the Administrative Agent) than the terms and conditions of this Credit Agreement and the other Credit Documents (taken as a whole) (except for covenants or other provisions applicable only to periods after the Latest Maturity Date); provided, that, the Borrowers shall have the right to unilaterally provide the Lenders with additional rights and benefits under this Credit Agreement and the other Credit Documents and the foregoing standard in this clause (d) shall be determined after giving effect to su...

Incremental Equivalent Indebtedness has the meaning assigned thereto in Section 9.1(m).

Incremental Equivalent Indebtedness means any Indebtedness incurred in reliance on Section 6.01(a)(ii).

Examples of Incremental Equivalent Indebtedness in a sentence

• Each Incremental Term Loan Commitment, Incremental Revolving Loan Commitment and/or Incremental Equivalent Indebtedness shall be in a minimum principal amount of not less than $5,000,000 or any whole multiple of $500,000 in excess thereof (provided that such principal amount may be less than $5,000,000 if such amount represents all remaining availability under the aggregate limit in respect of the Incremental Facilities and/or Incremental Equivalent Indebtedness set forth above).

• This method provides a 100% incremental fee for completion of the performance measure prior to the expiration of the Contract period.

• Unless the applicable Borrower otherwise notifies the Administrative Agent, if all or any portion of any Incremental Increases or Incremental Equivalent Indebtedness would be permitted under clause (A)(2) above on the applicable date of incurrence, such Incremental Increases or Incremental Equivalent Indebtedness (or the relevant portion thereof) shall be deemed to have been incurred in reliance on clause (A)(2) above prior to the utilization of any amount available under clause (A)(1) above.

• The proceeds of any Incremental Facilities or Incremental Equivalent Indebtedness will be used for the purposes set forth in the applicable Incremental Facility amendment or documentation entered into in connection with the Incremental Facility or Incremental Equivalent Indebtedness; provided, that, in no event shall such proceeds be used in a manner otherwise prohibited by this Agreement.

• Each Lender hereunder, by its acceptance of the benefits provided hereunder, authorizes and instructs the Administrative Agent to enter into any intercreditor agreement in connection with Incremental Equivalent Indebtedness on behalf of each Lender.

More Definitions of Incremental Equivalent Indebtedness

Incremental Equivalent Indebtedness has the meaning given to such term in the 2017 JPMC Credit Facility (as in effect on the Amendment Closing Date).

Incremental Equivalent Indebtedness has the meaning specified therefor in the definition of “Permitted Indebtedness”.

Incremental Equivalent Indebtedness shall have the meaning assigned to such term in clause (w) of the definition of “Permitted Debt”.

Incremental Equivalent Indebtedness has the meaning ascribed to such term in the Term Loan Credit Agreement (as in effect on the First Amendment Effective Date) and, for the avoidance of doubt, if secured by Liens on the Collateral, such Liens shall be junior in priority to the Liens on the ABL Priority Collateral granted to, or for the benefit of, Agent to secure the Obligations.

Incremental Equivalent Indebtedness. Indebtedness incurred or issued by a Loan Party consisting of Permitted Additional Junior Lien Indebtedness (which, for purposes of clarity, may include Incremental Term Loans (as defined in the Term Loan Credit Agreement)) or Permitted Unsecured Indebtedness.

Incremental Equivalent Indebtedness. Indebtedness incurred or issued by a Loan Party consisting of Permitted Additional Pari Passu Indebtedness, Permitted Additional Junior Lien Indebtedness or Permitted Unsecured Indebtedness; provided subject to Section 1.3, the aggregate amount of all Incremental Term Loans and Incremental Equivalent Indebtedness incurred on any date shall not exceed the Incremental Cap.

Incremental Equivalent Indebtedness means Indebtedness consisting of (a) loans that are unsecured or secured by Liens ranking on an equal priority or junior basis to the Liens securing the Obligations or (b) debt securities that are unsecured or secured by Liens ranking on an equal priority or junior basis to the Liens securing the Obligations, in each case issued or Guaranteed by the Loan Parties (or any of them); provided that (i) except with respect to an amount equal to the Maturity Carveout Amount, such Indebtedness does not have (x) a final maturity that is prior to the then-latest maturity date of any Class of Term Loans outstanding on the Second Restatement Effective Date (or any later date required pursuant to any Additional Credit Extension Amendment entered into after the Second Restatement Effective Date that has previously become effective) or (y) a Weighted Average Life to Maturity that is shorter than the longest then remaining Weighted Average Life to Maturity of any Class of Term Loans outstanding on the Second Restatement Effective Date (or any longer Weighted Average Life to Maturity required pursuant to any Additional Credit Extension Amendment entered into after the Second Restatement Effective Date that has previously become effective), (ii) such Indebtedness is not secured by a Lien on any assets of the Borrower or any of its Restricted Subsidiaries except for Liens on the Collateral permitted by Section 6.02(s), (iii) such Indebtedness is not incurred or Guaranteed by any Restricted Subsidiaries that are not Loan Parties, (iv) on the date of incurrence of such Indebtedness the Borrower shall be in compliance, calculated on a Pro Forma Basis (assuming for this purpose that all Increased Commitments established in connection therewith are fully drawn), with the covenant contained in Section 6.09 as of the last day of the most recent fiscal quarter of the Borrower for which financial statements have been delivered pursuant to Sections 5.01(a) or (b) of this Agreement (or, prior to the initial delivery under this Agreement, Section 6.1 of the Amended and Restated Credit Agreement) prior to such time, (v) at the time such Indebtedness is to be incurred, the aggregate principal amount thereof shall not exceed the Incremental Cap at such time and (vi) the other terms and conditions relating to such debt securities or loans (other than interest rates, rate floors, call protection, discounts, fees, premiums and optional prepayment or redemption provisions) are not in the aggre...