Lien Release Event definition

Lien Release Event has the meaning specified in Section 10.11(a)(i).
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Lien Release Event means the occurrence of both of the following: (i) the Ratings with respect to the Company are BBB-/Baa3 (or the equivalent) with a stable outlook or better from two or more of S&P, Xxxxx’x and Fitch and (ii) all Advances under the Term Loan B Facility shall have been repaid in full and all Term Loan B Commitments shall have been terminated.
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Lien Release Event means each occurrence, if any, at any time following the First Amendment Restatement Date, of each of the following: (i) the Corporate Rating with respect to Holdings and the Subsidiaries on a consolidated basis shall be equal to (or better than) BBB-/Baa3 (or the equivalent) with a stable outlook or better from at least two of S&P, Xxxxx’x and Fitch, (ii) no “B Term Loans” or “B Term Loan Commitments” (each as defined in the Spinco Credit Agreement) shall be outstanding under the Spinco Credit Agreement (or in the event of a refinancing or other replacement thereof, no loans or commitments equivalent to the foregoing shall be outstanding), (iii) no Default or Event of Default shall have occurred and be continuing and (iv) the Borrower shall have delivered to the Administrative Agent written notice confirming the foregoing requirements have been met and stating its intention that a Lien Suspension Period commence; provided, however, a Lien Release Event shall not occur unless, substantially simultaneously therewith, a “Lien Release Event” as defined in the Spinco Credit Agreement (or a comparable successor provision in the case of a refinancing or other replacement thereof) has occurred. For purposes of determining if a Lien Release Event has occurred, if any of Xxxxx’x, S&P or Fitch shall not have in effect a Corporate Rating of Holdings and the Subsidiaries on a consolidated basis, then the Borrower and the Lenders shall negotiate in good faith to agree upon another rating agency to be substituted by an amendment to this Agreement for the rating agency which shall not have a Corporate Rating in effect, and pending the effectiveness of such amendment, the occurrence of a Lien Release Event shall be determined by reference to the two available Corporate Ratings. If the Corporate Rating established or deemed to have been established by Xxxxx’x, S&P or Fitch shall be changed (other than as a result of a change in the rating system of Xxxxx’x, S&P or Fitch), such change shall be effective as of the date on which it is first announced by the applicable rating agency. If the rating system of Xxxxx’x, S&P or Fitch shall change, or if any such rating agency shall cease to be in the business of rating corporate debt obligations, the Borrower and the Lenders shall negotiate in good faith to amend the definition of “Lien Release Event” to reflect such changed rating system or the unavailability of ratings from such rating agency.
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Examples of Lien Release Event in a sentence

  • Each Agent, each Lender and each other Secured Party agrees that it will promptly take such action and execute any such documents as may be reasonably requested by the Borrower (such actions and such execution, the “Release Actions”), at the Borrower’s sole cost and expense, in connection with a Lien Release Event, Release/ Subordination Event or Guaranty Release Event and that such actions are not discretionary.

  • From and after a Lien Release Event and prior to any subsequent Ratings Trigger Event, any provision set forth herein or in any other Loan Document requiring the consent of the Collateral Agent or actions required in connection with Collateral (including delivery of opinions with respect thereto) shall be disregarded.

  • Each of the Administrative Agent and the Collateral Agent agrees that it will take such commercially reasonable action and execute any such customary documents as may be reasonably requested by the Borrower (such actions and such execution, the “Release Actions”), at the Borrower’s sole cost and expense, in connection with a Lien Release Event, Release/Subordination Event or Guaranty Release Event and that such actions are not discretionary.

  • Any notice provided to the Trustee or Notes Collateral Agent in connection with a Lien Release Event or a Guarantee Release Event shall be deemed an authenticated demand from a debtor duly delivered under Section 9-513(c) of the UCC, and the Issuer and the Guarantors shall have the rights provided by Section 9-509 of the UCC with respect to any such demand; provided that the applicable time period set forth in Section 9-513(c) of the UCC shall be deemed to be three Business Days.

  • No Lien Release Event shall in any manner discharge, affect, or impair the Obligations or any Liens (other than those being released) upon (or obligations (other than those being released) of the Loan Parties in respect of) all interests retained by the Loan Parties, including the proceeds of any sale, all of which shall continue to constitute part of the Collateral except to the extent otherwise released in accordance with the provisions of the Loan Documents.

  • Collateral and Guaranty Matters; Lien Release Event 130SECTION 8.11.

  • Each Agent, each Lender and each other Secured Party agrees that it will promptly take such action and execute any such documents as may be reasonably requested by the Borrower (such actions and such execution, the “Release Actions”), at the Borrower’s sole cost and expense, in connection with a Lien Release Event, Subordination/Release Event or Guaranty Release Event and that such actions are not discretionary.

  • Each Agent, each Lender and each other Secured Party agrees that it will promptly take such action and execute any such documents as may be reasonably requested by the Borrower (such actions and such execution, the “Release Actions”), at the Borrower’s sole cost and expense, in connection with a Lien Release Event, Release/Subordination Event, Permitted Consent Event or Guaranty Release Event and that such actions are not discretionary.

  • Each Agent, each Lender and each other Secured Party agrees that it will promptly take such action and execute any such documents as may be reasonably requested by a Borrower (such actions and such execution, the “Release Actions”), at the Borrowers’ sole cost and expense, in connection with a Lien Release Event, Release/Subordination Event or Guaranty Release Event and that such actions are not discretionary.

  • Each of the Administrative Agent and the Collateral Agent, as applicable, agrees that it will promptly take such action and execute any such documents as may be reasonably requested by the Borrower (such actions and such execution, the “Release Actions”), at the Borrower’s reasonable cost and expense, in connection with a Lien Release Event or Guaranty Release Event and that such actions are not discretionary.


More Definitions of Lien Release Event

Lien Release Event has the meaning specified in Section 9.11(a)(i). “Liquidity” means unrestricted (as determined under GAAP), available cash and cash equivalents of the Borrower and its Subsidiaries (other than Insurance Companies), plus, if the conditions specified in Sections 4.02 have been satisfied, the amount by which the Aggregate Commitments exceed the Outstanding Amount. “Loan” has the meaning specified in Section 2.01.
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Lien Release Event has the meaning set forth in Section 2.17(a) hereof.
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Lien Release Event has the meaning assigned to such term in Article 8. Mar 12, 2024 7:55 PM EDT
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Lien Release Event has the meaning specified in Section 9.11(b). “Loan” means an extension of credit by a Lender to the Borrowers under Article II in the form of a Term Loan, a Revolving Credit Loan or a Specified Refinancing Revolving Loan. “Loan Documents” means, collectively, (i) this Agreement, (ii) the Notes, (iii) the Guaranty, (iv) the Collateral Documents, (v) the Intercompany Subordination Agreement, (vi) any intercreditor agreement entered into pursuant to the terms of this Agreement, (vii) any agreement creating or perfecting rights in Cash Collateral pursuant to the provisions of Section 2.16 of this Agreement, and (viii) any Refinancing Amendment (including the Second Amendment). “Loan Parties” means, collectively, the Borrowers and each Guarantor. “London Banking Day” means any day on which dealings in Dollar deposits are conducted by and between banks in the London interbank market. “Majority Lenders” of any Tranche shall mean those Non-Defaulting Lenders which would constitute the Required Lenders under, and as defined in, this Agreement if all outstanding Obligations of the other Tranches under this Agreement were repaid in full and all Commitments with respect thereto were terminated. “Management Agreement” means that certain Second Amended and Restated Advisory Agreement dated as of September 15, 2016 between GTCR Management XI LP, a Delaware limited liability partnership, Vector and TriLink, as the same may be amended, restated, modified or replaced, from time to time, to the extent such amendment, modification or replacement is not less advantageous to the Lenders in any material respect than such Management Agreement. “Margin Stock” has the meaning assigned to such term in Regulation U of the Board as from time to time in effect. “Material Adverse Effect” means (a) a material adverse effect on the business, assets, property, liabilities (actual or contingent), financial condition or results of operations of the Borrowers and the Subsidiaries, taken as a whole, (b) a material adverse effect on the ability of the Loan Parties (taken as a whole) to perform their respective payment obligations under the Loan Documents or (c) a material adverse effect on the rights or remedies (taken as a whole) of the Agents or the Lenders under the Loan Documents, taken as a whole. “Material Real Property” means any parcel of real property (other than a parcel with a Fair Market Value of less than $13,500,000 and other than a parcel constituting Excluded Property) owned in...
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Lien Release Event means each occurrence, if any, at any time following the First Amendment Restatement Date, of each of the following: (i) the Corporate Rating with respect to Holdings and the Subsidiaries on a consolidated basis shall be equal to (or better than) BBB-/Baa3 (or the equivalent) with a stable outlook or better from at least two of S&P, Moody’s and Fitch, (ii) no “B Term Loans” or “B Term Loan Commitments” (each as defined in the Spinco Credit Agreement) shall be outstanding under the Spinco Credit Agreement (or in the event of a refinancing or other replacement thereof, no loans or commitments equivalent to the foregoing shall be outstanding), (iii) no Default or Event of Default shall have occurred and be continuing and (iv) the Borrower shall have delivered to the Administrative Agent written notice confirming the foregoing requirements have been met and stating its intention that a Lien Suspension Period commence; provided, however, a Lien Release Event shall not occur unless, substantially simultaneously therewith, a “Lien Release Event” as defined in the Spinco Credit Agreement (or a comparable successor provision in the case of a refinancing or other replacement thereof) has occurred. For purposes of determining if a Lien Release Event has occurred, if any of Moody’s, S&P or Fitch shall not have in effect a Corporate Rating of Holdings and the Subsidiaries on a consolidated basis, then the Borrower and the Lenders shall negotiate in good faith to agree upon another rating agency to be substituted by an amendment to this Agreement for the rating agency which shall not have a Corporate Rating in effect, and pending the effectiveness of such amendment, the occurrence of a Lien Release Event shall be determined by reference to the two available Corporate Ratings. If the Corporate Rating established or deemed to have been established by Moody’s, S&P or Fitch shall be changed (other than as a result of a change in the rating system of Moody’s, S&P or Fitch), such change shall be effective as of the date on which it is first announced by the applicable rating agency. If the rating system of Moody’s, S&P or Fitch shall change, or if any such rating agency shall cease to be in the business of rating corporate debt obligations, the Borrower and the Lenders shall negotiate in good faith to amend the definition of “Lien Release Event” to reflect such changed rating system or the unavailability of ratings from such rating agency.
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Related to Lien Release Event

  • Release Event has the meaning set forth in Section 6(b).

  • First Lien Representative means (i) in the case of any Initial First Lien Obligations or the Initial First Lien Claimholders, the Initial First Lien Representative and (ii) in the case of any Additional First Lien Obligations and the Additional First Lien Claimholders in respect thereof, each trustee, administrative agent, collateral agent, security agent and similar agent that is named as the First Lien Representative in respect of such Additional First Lien Obligations in the applicable joinder agreement (each, in the case of this clause (ii), together with its successors and assigns in such capacity, an “Additional First Lien Representative”).

  • Second Lien Representative means, in the case of any Series of Second Lien Debt, the trustee, agent or representative of the holders of such Series of Second Lien Debt who maintains the transfer register for such Series of Second Lien Debt and is appointed as a Second Lien Representative (for purposes related to the administration of the Security Documents) pursuant to the indenture, credit agreement, loan agreement, note agreement, promissory note or other agreement or instrument evidencing or governing such Series of Second Lien Debt, together with its successors in such capacity; provided that in each case such Person shall have executed a joinder to the Collateral Agency and Intercreditor Agreement.

  • Junior Lien Representative means any duly Authorized Representative of any holders of Junior Lien Obligations, which representative is party to the applicable security documents.

  • Priority Lien Representative means (a) in the case of the Notes, the Trustee or (b) in the case of any other Series of Priority Lien Debt, the trustee, agent or representative of the holders of such Series of Priority Lien Debt who maintains the transfer register for such Series of Priority Lien Debt and is appointed as a representative of the Priority Lien Debt (for purposes related to the administration of the security documents) pursuant to the credit agreement or other agreement governing such Series of Priority Lien Debt.

  • Subordination Depletion Date The Distribution Date preceding the first Distribution Date on which the Class A Percentage (determined pursuant to clause (ii) of the definition thereof) equals or exceeds 100%.

  • Downgrade Event means, unless otherwise specified on the Cover Sheet, for a Party means that Party’s Credit Rating falls below BBB- from S&P or Baa3 from Moody’s or becomes no longer rated by either S&P or Moody’s.

  • Collateral Release Period means, each period commencing with the occurrence of a Collateral Release Event and continuing until the occurrence of the next Collateral Reinstatement Event, if any, immediately following such Collateral Release Event.

  • Covenant Trigger Event shall occur at any time that Availability is less than the greater of (a) $12.5 million and (b) 10% of the Line Cap then in effect. Once commenced, a Covenant Trigger Event shall be deemed to be continuing until such time as Availability equals or exceeds the greater of (i) $12.5 million and (ii) 10% of the Line Cap then in effect for 30 consecutive days.

  • Lease Event of Default shall have the meaning specified in Section 17.1 of the Lease.

  • Debt Repayment Triggering Event means any event or condition which gives, or with the giving of notice or lapse of time would give, the holder of any note, debenture or other evidence of indebtedness (or any person acting on such holder’s behalf) the right to require the repurchase, redemption or repayment of all or a portion of such indebtedness by the Company or any of its subsidiaries.

  • ii) Event means any event described in Section 11(a)(ii) hereof.

  • Covenant Trigger Period means the period (a) commencing on the day that (i) an Event of Default occurs or (ii) Availability is less than the greater of (x) 10% of Available Credit and (y) $20,000,000 and (b) continuing until, at all times thereafter for a period of 30 consecutive days during which, (i) no Event of Default exists and (ii) Availability shall have been not less than the greater of (x) 10% of Available Credit and (y) $20,000,000.

  • Subordination Period means the period commencing on the Closing Date and ending on the first to occur of the following dates:

  • Subordination Event means any one of the following events:

  • Subordination Deficiency With respect to any Distribution Date, the excess, if any, of (a) the Specified Subordinated Amount applicable to such Distribution Date over (b) the Subordinated Amount applicable to such Distribution Date.

  • Collateral Event of Default has the meaning set forth in Section 13.01(b).

  • Note Event of Default means any “Event of Default” specified in Section 5.1 of the Indenture.

  • Guarantee Event of Default means a default by the Guarantor on any of its payment or other obligations under this Guarantee.

  • Collateral Release Date has the meaning given that term in Section 8.10.(b).

  • Forbearance Termination Event has the meaning set forth in Section 3(a) hereto.

  • Deficiency Claim means any portion of a Claim (a) to the extent the value of the holder’s interest in Assets securing such Claim is less than the amount of such Claim or (b) to the extent the amount of a Claim is subject to setoff is less than the amount of the Claim, each as determined by § 506(a) of the Bankruptcy Code.

  • Notice Event means any of the events enumerated in paragraph (b)(5)(i)(C) of the Rule and listed in Section 4(a) of this Disclosure Agreement.

  • Senior Class Debt Representative has the meaning assigned to such term in Section 8.09.

  • Senior Nonmonetary Default means the occurrence or existence and continuance of any event of default with respect to any Designated Senior Debt, other than a Senior Payment Default, permitting the holders of such Designated Senior Debt (or a trustee or agent on behalf of the holders thereof) to declare such Designated Senior Debt due and payable prior to the date on which it would otherwise become due and payable. In the event that, notwithstanding the foregoing, the Company shall make any Securities Payment to the Trustee or any Holder prohibited by the foregoing provisions of this Section, and if such fact shall, at or prior to the time of such Securities Payment, have been made known to the Trustee or, as the case may be, such Holder, then and in such event such Securities Payment shall be paid over and delivered forthwith to the Company. The provisions of this Section shall not apply to any Securities Payment with respect to which Section 1203 would be applicable.

  • Collateral Default Amount means, with respect to any Distribution Date, the product of the Investor Default Amount for such Distribution Date and the Collateral Floating Percentage.