Initial Company Debenture has the meaning set forth in Section 7.1(b) of this Agreement.
Series Closing Date means the date designated as such in the Series Term Sheet.
Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.
First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.
Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).
Initial Common Units means the Common Units sold in the Initial Offering.
Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).
Initial Consideration shall have the meaning set forth in Section 5.01.
Acquisition Amount means, for an Acquired Receivable for which the Acquisition Amount is to be included in Available Funds for a Payment Date, the excess of (i) the present value of the Principal Balance of the Receivable as of the last day of the Collection Period immediately preceding the related Collection Period (calculated using the Discount Rate on the basis of a 360-day year of twelve 30-day months and assuming each amount is received at the end of the Collection Period in which the amount is scheduled to be received) over (ii) all cash collections and any other cash proceeds received by the Issuer on the related Receivable from (but excluding) the last day of the Collection Period immediately preceding the related Collection Period to the day on which such Receivable becomes an Acquired Receivable.
Second Closing Date means the date of the Second Closing.
Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.
Legal Final Payment Date means the one-year anniversary of the Expected Final Payment Date.
Initial Closing shall have the meaning ascribed to such term in Section 2.1.
Original Closing Date means the "Closing Date" as defined in the Existing Credit Agreement.
Second Amendment Closing Date has the meaning assigned to such term in the Second Amendment.
Put Closing Date shall have the meaning set forth in Section 2.3.8.
Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.
Initial Payment Date has the meaning specified in Section 3 of this Supplement.
Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Holdings or any of its Subsidiaries in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity Interests or of properties or otherwise and whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and includes any and all payments representing the purchase price and any assumptions of Indebtedness, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any person or business; provided that any such future payment that is subject to a contingency shall be considered Acquisition Consideration only to the extent of the reserve, if any, required under GAAP at the time of such sale to be established in respect thereof by Holdings or any of its Subsidiaries.
Working Capital Warrants shall have the meaning given in the Recitals hereto.
Redemption Call Purchase Price has the meaning provided in Section 1.4;
First Amendment Closing Date has the meaning assigned to such term in the First Amendment.
Shares Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such; provided that, if such Person is determined not to have become an Acquiring Person pursuant to Section 1(a) hereof, then no Shares Acquisition Date shall be deemed to have occurred.
Principal Payment Date means, if applicable, each date designated as such in the Series Term Sheet.
Placement Agent Warrants shall have the meaning set forth in the Subscription Agreement.
Final Payment Date means the "Final Payment Date" as specified in § 1 of the Product and Underlying Data.
Final Closing Working Capital has the meaning set forth in Section 2.5(d).