Permitted Junior Participant definition

Permitted Junior Participant means (a) a lender, financial institution or other Person listed on Schedule X hereto or another lender, financial institution or other Person acceptable to the Agent in its sole and absolute discretion, in each case that is not an Affiliate of the Borrower, that purchases participations in Medallion Loans or makes or acquires Related Subordinated Loans and (b) an Affiliate of the Borrower that is a bankruptcy remote entity and is listed on Schedule X hereto (and whose bankruptcy remoteness has been established to the satisfaction of the Agent in its sole and absolute discretion, including, without limitation, by delivery of a legal opinion of counsel to the Borrower relating to the issues of substantive consolidation and true sale, in form and substance satisfactory to the Agent) or another Affiliate of the Borrower that is a bankruptcy remote entity that is acceptable to the Agent in its sole and absolute discretion hereto (and whose bankruptcy remoteness has been established to the satisfaction of the Agent in its sole and absolute discretion, including, without limitation, by delivery of a legal opinion of counsel to the Borrower relating to the issues of substantive consolidation and true sale, in form and substance satisfactory to the Agent).
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Permitted Junior Participant means (a) a lender, financial institution or other Person listed on Schedule 1.01(d) hereto or another lender, financial institution or other Person acceptable to the Lender in its sole and absolute discretion, in each case that is not an Affiliate of the Borrower, that purchases participations in medallion loans; provided that in no event shall Permitted Junior Participant include individuals, and (b) an Affiliate of the Borrower that is a bankruptcy remote entity and is listed on Schedule 1.01(d) hereto (and whose bankruptcy remoteness has been established to the satisfaction of the Lender in its sole and absolute discretion, including, without limitation, by delivery of a legal opinion of counsel to the Borrower relating to the issues of substantive consolidation and true sale, in form and substance satisfactory to the Lender) or another Affiliate of the Borrower that is a bankruptcy remote entity that is acceptable to the Lender in its sole and absolute discretion hereto (and whose bankruptcy remoteness has been established to the satisfaction of the Lender in its sole and absolute discretion, including, without limitation, by delivery of a legal opinion of counsel to the Borrower relating to the issues of substantive consolidation and true sale, in form and substance satisfactory to the Lender).
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Examples of Permitted Junior Participant in a sentence

  • In the case of an initial Advance where the Collateral securing such initial Advance is held by either a Permitted Joint Participant or a Permitted Junior Participant that is an Affiliate of the Borrower, the bankruptcy remoteness of such Permitted Joint Participant or Permitted Junior Participant shall be established to the satisfaction of the Lender in its sole and absolute discretion prior to such initial Advance.

  • In the case of an initial Advance where the Collateral securing such initial Advance is held by either a Permitted Junior Participant that is an Affiliate of the Borrower, the bankruptcy remoteness of such Permitted Junior Participant shall be established to the satisfaction of the Administrative Agent in its sole and absolute discretion prior to such initial Advance.

Related to Permitted Junior Participant

  • Restricted Junior Payment means (i) any dividend or other distribution, direct or indirect, on account of any shares of any class of stock of Company now or hereafter outstanding, except a dividend payable solely in shares of that class of stock to the holders of that class, (ii) any redemption, retirement, sinking fund or similar payment, purchase or other acquisition for value, direct or indirect, of any shares of any class of stock of Company now or hereafter outstanding, (iii) any payment made to retire, or to obtain the surrender of, any outstanding warrants, options or other rights to acquire shares of any class of stock of Company now or hereafter outstanding, and (iv) any payment or prepayment of principal of, premium, if any, or interest on, or redemption, purchase, retirement, defeasance (including in-substance or legal defeasance), sinking fund or similar payment with respect to, any Subordinated Indebtedness.

  • Permitted Junior Debt means any Permitted Junior Notes and any Permitted Junior Loans.

  • Permitted Junior Securities means Equity Interests in the Company or debt securities that are subordinated to all Senior Debt (and any debt securities issued in exchange for Senior Debt) to substantially the same extent as, or to a greater extent than, the Notes are subordinated to Senior Debt pursuant to this Indenture.

  • Restricted Jurisdiction means any jurisdiction where local laws or regulations may result in a significant risk of civil, regulatory or criminal exposure if information concerning the Acquisition is sent or made available in that jurisdiction;

  • Permitted Jurisdiction means the United States or any state thereof, Belgium, Bermuda, Canada, Cayman Islands, France, Germany, Gibraltar, Ireland, Italy, Luxembourg, the Netherlands, Switzerland, the United Kingdom or British Crown Dependencies, any other member country of the Organisation for Economic Co-operation and Development, or any political subdivision of any of the foregoing.

  • Principal Participant means any of the following entities:

  • Permitted Joint Venture Investment means, with respect to an Investment by any specified Person, an Investment by such specified Person in any other Person engaged in a Permitted Business (a) over which the specified Person is responsible (either directly or through a services agreement) for day-to-day operations or otherwise has operational and managerial control of such other Person, or veto power over significant management decisions affecting such other Person and (b) of which at least 30% of the outstanding Equity Interests of such other Person is at the time owned directly or indirectly by the specified Person.

  • Permitted Jurisdictions has the meaning specified in Section 801(a)(1).

  • Designated Participant means such employees or officers of the Company or a related entity of the Company as the Board may designate from time to time as eligible to participate in the Plan;

  • Designated Jurisdiction means any country or territory to the extent that such country or territory itself is the subject of any Sanction.

  • Nonparty participant means a person, other than a party or mediator, that participates in a mediation.

  • Major Participant means each Equity Member and each member of the Proposer’s organization: (a) with primary responsibility for design; (b) with primary responsibility for construction; or (c) with a proposed subcontract with a value greater than or equal to 5% of the contract price or $20 million, whichever is greater.

  • Permitted Junior Intercreditor Agreement means, with respect to any Liens on Collateral that are intended to be junior to any Liens securing the Secured Obligations, one or more intercreditor agreements, each of which shall be on terms which are consistent with market terms governing security arrangements for the sharing of liens on a junior basis at the time such intercreditor agreement is proposed to be established, as determined by the Borrower and the Collateral Agent in the exercise of reasonable judgment.

  • Restricted Party means a person that is:

  • Permitted Holder means (a) Xxxxxxx X. Xxxxxxx, (b) any of his immediate family members or his or their respective heirs by operation of law, will or intestacy or (c) any trust, corporation, partnership or other entity, the beneficiaries, stockholders, partners, owners or Persons beneficially holding a 50.1% or more controlling interest of which consist of Xxxxxxx X. Xxxxxxx and/or his immediate family members.

  • Permitted Joint Ventures means one or more joint ventures formed (a) by the contribution of some or all of the assets of the Company’s or a Permitted Affiliate Parent’s business solutions division pursuant to a Business Division Transaction to a joint venture formed by the Company, a Permitted Affiliate Parent or any of the Restricted Subsidiaries with one or more joint venturers and/or (b) for the purposes of network and/or infrastructure sharing with one or more joint venturers.

  • Deferred member means a person who elected to receive deferred vested retirement

  • Current Participant means a person who participated in the Plan during the Class Period and had an Active Account on May 11, 2018.

  • Permitted Joint Venture means, with respect to any specified Person, a joint venture in any other Person engaged in a Similar Business in respect of which the Borrower or a Restricted Subsidiary beneficially owns at least 35% of the shares of Equity Interests of such Person.

  • Inactive Participant means each Participant (other than a Retired Participant, Deceased Participant or Disabled Participant) who is not in active service as an Outside Director and is not actively employed by a Participating Company.

  • First Tier Participant refers to the participant who has entered into a covered transaction with a grantee or subgrantee of Federal funds (such as the prime or general contractor). “Lower Tier Participant” refers any participant who has entered into a covered transaction with a First Tier Participant or other Lower Tier Participants (such as subcontractors and suppliers).

  • Qualified Jurisdiction at any time of determination, any jurisdiction in which Kimco or any of its Subsidiaries is doing business at such time the government of which jurisdiction is internationally recognized at such time, including by the United States Government.

  • FTR Participant means any Market Participant that provides or is required to provide Collateral in order to participate in PJM’s FTR auctions.

  • Terminated Participant means a person who has been a Participant, but whose employment has been terminated other than by death, Total and Permanent Disability or retirement.

  • Permitted Business Investment means any Investment made in the ordinary course of, and of a nature that is or shall have become customary in, the Oil and Gas Business including investments or expenditures for actively exploiting, exploring for, acquiring, developing, producing, processing, gathering, marketing or transporting oil, natural gas or other Hydrocarbons and minerals through agreements, transactions, interests or arrangements which permit one to share risks or costs, comply with regulatory requirements regarding local ownership or satisfy other objectives customarily achieved through the conduct of the Oil and Gas Business jointly with third parties including:

  • Permitted Junior Secured Refinancing Debt means any secured Indebtedness (including any Registered Equivalent Notes) incurred by the Borrower in the form of one or more series of second-lien (or other junior lien) secured notes or second-lien (or other junior lien) secured loans; provided that (i) such Indebtedness (x) is secured by the Collateral on a second-priority (or other junior priority) basis with the Obligations and (y) is not secured by any property or assets of the Borrower or any Subsidiary other than the Collateral, (ii) such Indebtedness constitutes Credit Agreement Refinancing Indebtedness, (iii) such Indebtedness does not mature, have a shorter Weighted Average Life to Maturity than, or have scheduled amortization or scheduled payments of principal and is not subject to mandatory redemption, repurchase, prepayment or sinking fund obligation (other than customary offers to repurchase upon a change of control, asset sale or casualty event and customary acceleration rights after an event of default), prior to the date that is 91 days after the Latest Maturity Date at the time such Indebtedness is incurred, (iv) such Indebtedness is not guaranteed by any Subsidiaries other than the Subsidiary Guarantors, (v) a Senior Representative acting on behalf of the holders of such Indebtedness shall have become party to or otherwise be subject to the provisions of one or more intercreditor agreements reasonably satisfactory to the Administrative Agent and (vi) any mandatory or voluntary prepayments of Permitted Junior Secured Refinancing Debt may not be made except to the extent that prepayments of the Term Loans and Permitted Pari Passu Secured Refinancing Debt are first made ratably, to the extent required hereunder or pursuant to the terms of such Permitted Pari Passu Secured Refinancing Debt, as the case may be. Permitted Junior Secured Refinancing Debt will include any Registered Equivalent Notes issued in exchange therefor.