Last Out Loan definition
Last Out Loan means, with respect to any Bank Loan that is a term loan structured in a first out tranche and a last out tranche (with the first out tranche entitled to a lower interest rate but priority with respect to payments), that portion of such Bank Loan that is the last out tranche; provided that:
Last Out Loan has the meaning assigned to such term in Section 5.13.
Last 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 First 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 only after all or a portion of the related First Out Loan issued by the same Obligor has been paid in full, in accordance with a specified priority of payment; provided, however, that if (i) the Borrower holds 100% of the interests in both the Last Out Loan and related First Out Loan of an Obligor, or (ii) 100% of the interests in both the Last Out Loan and the related First 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 the definition of a First Lien Loan are satisfied.
Examples of Last Out Loan in a sentence
Each Lender, severally and not jointly, agrees to make an incremental last out loan (collectively, the "Incremental Last Out Loan") to Borrowers on the Closing Date, in the aggregate principal amount of such Lender's Incremental Last Out Loan Commitment, which shall be repayable in accordance with the terms of the Incremental Last Out Loan Notes and this Agreement and shall be secured by all of the Collateral.
Unless the Borrower Representative exercises the LIBOR Option, interest shall accrue on all (but not a portion of) the principal amount of the Revolving Credit Loans and the Incremental Last Out Loan outstanding at the end of each day at a fluctuating rate per annum equal to the Applicable Margin then in effect plus the Base Rate.
No Lender shall have any obligation to fund an Incremental Last Out Loan Commitment after the Closing Date.
If Borrower Representative exercises the LIBOR Option as provided in Section 2.1.2, interest shall accrue on all (but not any portion) of the principal amount of the Revolving Credit Loans and the Incremental Last Out Loan outstanding at the end of each day at a rate per annum equal to the Applicable Margin then in effect plus LIBOR.
No payment with respect to the Incremental Last Out Loan may be reborrowed.
More Definitions of Last Out Loan
Last 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 First 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 only after all or a portion of the related First Out Loan issued by the same Obligor has been paid in full, in accordance with a specified priority of payment; provided, however, that if (i) the Borrower holds both the Last Out Loan and related First Out Loan of an Obligor, or (ii) the Borrower holds a Last Out Loan of an Obligor and an Affiliate of Borrower holds the related First Out Loan, then in either case, both Loans will be considered to be First Lien Loans provided all other requirements of the definition of a First Lien Loan are satisfied, and otherwise, the Last Out Loan will be considered to be a Second Lien Loan.
Last Out Loan means a secured loan (i) that is not (and cannot by its terms become) subordinated in right of payment by its terms to Indebtedness of the Obligor for borrowed money (other than with respect to liquidation, capitalized leases, other similar obligations, Split Lien Transactions, or by operation of a payment waterfall pursuant to the Related Documents or pursuant to a priority of repayment in an agreement among lenders) and the Lien of which is not subordinated to any other secured obligation of the Obligor secured by all or a portion of the collateral securing such secured loan (other than as set forth in clause (ii)(x) below); (ii) is secured by (x) a valid and perfected second priority Lien on all of the Obligor’s Cash and cash equivalents, inventory, accounts receivable and other “current assets” and (y) a valid and perfected first priority Lien on all of the Obligor’s other assets constituting Related Property for the Collateral Loan, in each case subject to any “permitted liens” as defined in the applicable Related Documents for such Collateral Loan or such comparable definition if “permitted liens” is not defined therein, so long as such definition is reasonable and customary; and (iii) that is not secured solely or primarily by the common stock or other equity interests of its Obligor or any of its Affiliates.
Last 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 First 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 only after all or a portion of the related First Out Loan issued by the same Obligor has been paid in full, in accordance with a specified priority of payment; provided, however, that if (i) the Borrower holds both the Last Out Loan and related First Out Loan of an Obligor, or (ii) the Borrower holds a Last Out Loan of an Obligor and an Affiliate of Borrower holds the related First Out Loan, then in either case, both Loans will be considered to be First Lien Loans provided all other requirements of the definition of a First Lien Loan are satisfied, and otherwise, the Last Out Loan will be considered to be a Second Lien Loan.
Last Out Loan means any Bank Loan that would otherwise be a First Lien Bank Loan except that, in the case of an event of default under the applicable Underlying Instruments, any portion of such Bank Loan will be repaid after one or more tranches of other first lien loans issued by the same Portfolio Company have been paid in accordance with a specific waterfall of payments, including by reason of a payment blockage or a standstill period with respect to the exercise of remedies.
Last Out Loan means, with respect to any Bank Loan that is a term loan structured in a first out tranche and a last out tranche (with the first out tranche entitled to a lower interest rate but priority with respect to payments), that portion of such Bank Loan that is the last out tranche; provided that: (a) such last out tranche is entitled (along with the first out tranche) to the benefit of a first lien and first priority perfected security interest on all or substantially all of the assets of the respective borrower and guarantors obligated in respect thereof, and which has the most senior pre-petition priority in any bankruptcy, reorganization, arrangement, insolvency, or liquidation proceedings; (b) the ratio of (x) the amount of the first out tranche to (y) EBITDA of the underlying obligor does not at any time exceed 2.25x; (c) such last out tranche (i) gives the holders of such last out tranche full enforcement rights during the existence of an event of default (subject to customary exceptions if the holders of the first out tranche have previously exercised enforcement rights), (ii) shall have the same maturity date as the first out tranche, (iii) is entitled to the same representations, covenants and events of default as the holders of the first out tranche, and (iv) provides the holders of such last out tranche with customary protections (including, without limitation, consent rights with respect to (1) any increase of the principal balance of the first out tranche, (2) any increase of the margins applicable to the interest rates with respect to the first out tranche, (3) any reduction of the final maturity of the first out tranche, and (4) amending or waiving any provision in the underlying loan documents that is specific to the holders of such last out tranche); and (d) such first out tranche is not subject to multiple drawings (unless, at the time of such drawing and after giving effect thereto, the ratio referenced in clause (b) above is not exceeded). For clarity, any last out loan that complies with this definition other than with clause (b) above, shall be deemed a Second Lien Bank Loan (to the extent it otherwise meets the definition of Second Lien Bank Loan). “Liquidation Preference” means, with respect to Preferred Stock, the dollar amount required to be paid to the holder thereof upon any voluntary or involuntary liquidation, dissolution or winding up of the issuer of such Preferred Stock or the distribution of assets of such issuer that represents...
Last Out Loan has the meaning assigned to such term in Section 5.13. “LC Disbursement” means a payment made by the Issuing Bank pursuant to a Letter of Credit. “LC Exposure” means, at any time, the sum of (a) the aggregate undrawn amount of all outstanding Letters of Credit at such time (including any Letter of Credit for which a draft has been presented but not yet honored by the Issuing Bank) plus (b) the aggregate amount of all LC Disbursements in respect of such Letters of Credit that have not yet been reimbursed by or on behalf of the Borrower at such time. The LC Exposure of any Lender at any time shall be its Applicable Multicurrency Percentage of the total LC Exposure at such time. Unless otherwise specified herein, the amount of a Letter of Credit at any time shall be deemed to be the stated amount of such Letter of Credit in effect at such time; provided that with respect to any Letter of Credit that, by its terms or a document related thereto, provides for one or more automatic increases in the stated amount thereof, the amount of such Letter of Credit shall be deemed to be the maximum stated amount of such Letter of Credit after giving effect to all such increases, whether or not such maximum stated amount is in effect at such time. “Lenders” means, collectively, the Dollar Lenders and the Multicurrency Lenders. “Letter of Credit” means any letter of credit issued pursuant to this Agreement. 22
Last Out Loan means any Loan that would be classified as a First Lien Loan but may, by its terms, become subordinate (other than with respect to a Lien in a maximum principal amount less than 15% of the total Outstanding Loan Balance of such First Lien Loan) in right of payment to (i) one or more tranches of such First Lien Loan, or (ii) any other obligation of the Obligor of the Loan, whether pursuant to a waterfall payment provision or otherwise.