Existing Term Loan Agreement has the meaning set forth in the recitals hereto.
Existing Term Loan Credit Agreement means the Term Loan Credit Agreement dated December 5, 2014 among the Company, the Revolving Borrower, Barclays Bank PLC, as administrative Agent, and the financial institutions and lenders from time to time party thereto, as amended, restated, supplemented or otherwise modified from time to time prior to the Closing Date.
Term Loan Agreement has the meaning assigned to such term in the recitals of this Agreement.
Existing Term Loan Facility has the meaning specified in Section 2.17(a).
Extended Term Loan shall have the meaning assigned to such term in Section 2.21(e).
Existing Term Loan has the meaning specified in Section 2.01(b).
Existing Term Loans has the meaning specified in Section 2.16(a).
Existing Loan Agreement has the meaning set forth in the recitals to this Agreement.
Refinancing Term Commitments means one or more term loan commitments hereunder that fund Refinancing Term Loans of the applicable Refinancing Series hereunder pursuant to a Refinancing Amendment.
Initial Term Loan Lender means a Lender with an Initial Term Loan Commitment or an outstanding Initial Term Loan.
Refinancing Term Lender has the meaning specified in Section 2.15(c).
Refinancing Term Loan Commitments has the meaning assigned to such term in Section 2.26(a).
Initial Term Loan shall have the meaning provided in Section 2.1(a).
Refinancing Term Loan has the meaning specified in Section 2.15(b).
Initial Term Loan Facility means the Initial Term Loan Commitments and the provisions herein related to the Initial Term Loans.
New Term Loan shall have the meaning provided in Section 2.14(c).
Refinancing Term Loans means one or more Classes of Term Loans that result from a Refinancing Amendment.
Extended Term Loans has the meaning specified in Section 2.15(a).
Permitted Lock-Up Agreement means an agreement (the “Lock-up Agreement”) between a Person and one or more holders of Voting Shares (each holder referred to herein as a “Locked-up Person”), the terms of which are publicly disclosed and a copy of which is made available to the public, including the Corporation, pursuant to which such holders agree to deposit or tender Voting Shares to a Take-over Bid (the “Lock-up Bid”) made by the Person or any of such Person’s Affiliates or Associates or any other Person referred to in clause (iii) of the definition of Beneficial Owner, whether such Lock-up Bid is made before or after the Lock-up Agreement is signed, provided that:
(i) the Lock-up Agreement permits the Locked-up Person to terminate its agreement to deposit or tender to or to not withdraw Voting Shares from the Lock-up Bid in the event a “Superior Offer” is made to the Locked-up Person. For purposes of this subsection, a “Superior Offer” is any Take-over Bid, amalgamation, arrangement or similar transaction pursuant to which the cash equivalent value of the consideration per share to be received by holders of the Voting Shares under such transaction (the “Superior Offer Consideration”) is greater than the cash equivalent value per share to be received by holders of Voting Shares under the Lock-up Bid (the “Lock-up Bid Consideration”). Notwithstanding the foregoing, the Lock-up Agreement may require that the Superior Offer Consideration must exceed the Lock-up Bid Consideration by a specified percentage before such termination rights take effect, provided such specified percentage is not greater than 7%. For greater clarity, the Lock-up Agreement may contain a right of first refusal or require a period of delay to give the Person who made the Lock-up Bid an opportunity to match a higher price in another Take-over Bid or transaction or similar limitation on the Locked-up Person’s right to withdraw Voting Shares from the agreement, so long as the limitation does not preclude the exercise by the Locked-up Person of the right to withdraw Voting Shares during the period of the other Take-over Bid or transaction; and
(ii) no “break-up” fees, “top-up” fees, penalties, expenses, or other amounts that exceed, in the aggregate, the greater of:
Initial Term Loan Commitment means the commitment of a Lender to make or otherwise fund an Initial Term Loan and “Initial Term Loan Commitments” means such commitments of all of the Lenders in the aggregate. The amount of each Lender’s Initial Term Loan Commitment, if any, is set forth on Appendix A-1 or in the applicable Assignment Agreement, subject to any adjustment or reduction pursuant to the terms and conditions hereof. The aggregate amount of the Initial Term Loan Commitments as of the Closing Date is $200,000,000.
Revolving Loan Agreement means that certain Amended and Restated Loan and Security Agreement dated as of the date hereof by and among the Borrower, the lenders from time to time party thereto and the Revolving Loan Administrative Agent.
Required Term Loan Lenders means, at any date, Non-Defaulting Lenders having or holding a majority of the sum of (i) the Adjusted Total Term Loan Commitment at such date and (ii) the aggregate outstanding principal amount of the Term Loans (excluding Term Loans held by Defaulting Lenders) at such date.
New Term Loan Facility means the facility providing for the Borrowing of New Term Loans.
Prior Loan Agreement is defined in Recital A of this Agreement.
Initial Term Facility means the Initial Term Loan Commitments and the Initial Term Loans made hereunder.
Second Lien Term Loans means the “Term Loans” under and as defined in the Second Lien Credit Agreement.