Last Out Term Lender definition
Examples of Last Out Term Lender in a sentence
Each Last Out Term Lender acknowledges and agrees that the Administrative Agent’s actions under this Agreement are strictly administrative and any repayment of principal or interest or other amount to any Last Out Term Lender is solely dependent upon the Borrower.
No amendment, waiver or other modification shall, unless in writing and signed by the Last Out Requisite Lenders and each affected Last Out Term Lender (other than any such Lender that is, at such time, a Defaulting Lender), amend, waive or modify Section 6.02 if such amendment, waiver or modification would adversely affect such Last Out Term Lender.
The Borrower shall pay any gross-up amount payable to any Last Out Term Lender pursuant to Section 2.12(a) on the date required thereunder.
Once the Last Out Term Advances are funded by the Last Out Term Lenders, other than the payment of interest pursuant to Section 2.20(c), the payment of any enhanced yield, fees, costs and expenses pursuant to Section 2.20(d) and the payment of any gross-up amount by the Borrower to any Last Out Term Lender pursuant to Section 2.20(e), no monies or other consideration shall be paid to, or received by, any Last Out Term Lender in respect of the Last Out Term Advances, until the First Out Final Payment Date.
If any First Out Lender Party is required to disgorge any amounts it has received on account of the First Out Obligations and pay any such amount over to any Last Out Term Lender, the Last Out Term Lenders shall immediately reimburse such First Out Lender Party for the amount that such First Out Lender Party was required to disgorge, limited to the amount of distributions received by the Last Out Term Lenders on account of their Last Out Term Advances through the date of such disgorgement.
Until the First Out Final Payment Date, no Last Out Term Lender shall set off or recoup any amounts owing to it by the Borrower on account of such Last Out Term Lender’s making of its Last Out Term Advances against any amounts owing by such Last Out Term Lender to the Borrower.
Each Last Out Term Lender severally agrees, on the terms and conditions hereinafter set forth, to make a single term advance (the “Last Out Term Advances”) to the Borrower on the Closing Date in the amount of such Last Out Term Lender’s Last Out Term Commitment at such time.
In the event that any Last Out Term Lender becomes a judgment lien creditor in respect of any Collateral as a result of its enforcement (in violation of this Agreement) 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 Obligations) to the same extent as the Last Out Obligations are subject to the terms of this Agreement.
No Last Out Term Lender shall object to or contest, or support any other Person in contesting or objecting to, in any proceeding before the Bankruptcy Court, the validity, extent, perfection, priority or enforceability of any security interest in the Collateral or pursuant to any Order.
This Agreement shall not be construed to create a fiduciary relationship between the Administrative Agent and the First Out Lender Parties, on the one hand, and any Last Out Term Lender, on the other hand.