Prepayment Events definition

Prepayment Events means (a) the occurrence of any Specified Cash Event or the consummation of any other Asset Sale, (b) the incurrence by Conseco or any of its Subsidiaries of any Indebtedness of the type described in clause (a) or (b) of the definition thereof, excluding Indebtedness permitted by Section 4.01 other than as set forth in Section 4.01(b) (to the extent required to be applied as a Prepayment Event as set forth in the definition of "Exempt Waterfall Amounts"), (c) the issuance of any Capital Stock by Conseco and (d) any receipt of Net Proceeds in connection with any Permitted Tritel Hedge Transaction.
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Prepayment Events. The following shall constitute "Prepayment Events", if they occur, after such time as the indebtedness owing pursuant to the CoBank Credit Agreement is paid in full: (a) EcoScience or any of its Subsidiaries shall incur any indebtedness for borrowed money, other than the indebtedness evidenced by the CoBank Credit Agreement (as hereinafter defined) and refinancings or replacements thereof (to the extent of the aggregate principal amount actually refinanced or replaced), and intercompany indebtedness between EcoScience and any of its Subsidiaries or between any of such Subsidiaries (a "Debt Event") (b) EcoScience or any of its Subsidiaries shall issue any capital stock for cash (a "Stock Event") other than the issuance of Capital Stock by a newly formed 51% owned subsidiary to Grodania A/S or its designee (the "Grodan Transaction"), or (c) EcoScience or any of its Subsidiaries shall sell any asset, other than in the ordinary course of business other than the transfer of assets to a newly formed 51% owned Subsidiary in connection with the Grodan Transaction (an "Asset Sale"). "Net Proceeds" shall mean (x) in the case of a Debt Event, all cash loan proceeds, less reasonable transactions expenses, (y) in the case of a Stock Event, all cash proceeds, less reasonable transaction expenses and (z) in the case of an Asset Sale, all net cash proceeds, after payment of reasonable transactions expenses and indebtedness required to be repaid by any lien attached to the related asset. Except as specifically set forth in Section 8(b) below, on the day that a Prepayment Event occurs, EcoScience shall pay over to CDH as a prepayment on the Exchange Note, the lesser of (i) 50% of the Net Proceeds related to such Prepayment Event or (ii) the principal and interest then outstanding on the Exchange Note. . If any such payment shall be sufficient to pay the Exchange Note in full, CDH shall on receipt of such payment, ▇▇▇▇ the Exchange Note as cancelled and return the same to EcoScience. If such payment is not sufficient to pay the Exchange Note in full, CDH shall record such partial prepayment amount on Schedule I to the Exchange Note. Each such payment made pursuant to this Section 7(b) shall be applied first to the payment of accrued interest, and the balance to the outstanding principal amount of the Exchange Note in inverse order of maturity thereof.
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Prepayment Events means (a) any Debt Incurrence, (b) any Equity Issuance by the Borrower other than pursuant to the exercise of stock options held by officers, directors, employees, or consultants of the Borrower or any of its Subsidiaries and (c) any Asset Sale. “Prime Rate” means the rate of interest last quoted by The Wall Street Journal as the “Prime Rate” in the U.S. or, if The Wall Street Journal ceases to quote such rate, the highest per annum interest rate published by the Board in Federal Reserve Statistical Release H.15 (519) (Selected Interest Rates) as the “bank prime loan” rate or, if such rate is no longer quoted therein, any similar rate quoted therein (as determined by the Administrative Agent) or any similar release by the Board (as determined by the Administrative Agent). Each change in the Prime Rate shall be effective from and including the date such change is publicly announced or quoted as being effective. “Pro Forma Basis” means, on a basis in accordance with Section 1.04(b). “PTE” means a prohibited transaction class exemption issued by the U.S. Department of Labor, as any such exemption may be amended from time to time. “Reference Period” has the meaning assigned to such term in the definition of “EBITDA.” “Reference Time” with respect to any setting of the then-current Benchmark means (i) if such Benchmark is the Term SOFR Rate, 5:00 a.m., Chicago time, on the day that is two (2) U.S. Government Securities Business Days preceding the date of such setting, or (ii) otherwise, the time determined by the Administrative Agent in its reasonable discretion. “Register” has the meaning set forth in Section 9.04. “Regulation D” means Regulation D of the Board, as in effect from time to time and all official rulings and interpretations thereunder or thereof.
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Examples of Prepayment Events in a sentence

  • Each of the following events or occurrences described in this Clause 11.1 (Listing of Mandatory Prepayment Events) shall constitute a “Mandatory Prepayment Event”.

  • No prepayment shall be required pursuant to Section 5.2(a)(i) with respect to Asset Sale Prepayment Events, Casualty Events and Permitted Sale Leasebacks unless and until the amount at any time of Net Cash Proceeds from such Prepayment Events required to be applied at or prior to such time pursuant to such Section and not yet applied at or prior to such time to prepay Term Loans pursuant to such Section exceeds $7,500,000 in the aggregate for all such Prepayment Events.

  • No prepayment shall be required pursuant to Section 5.2(a)(i) unless and until the amount at any time of Net Cash Proceeds from Prepayment Events required to be applied at or prior to such time pursuant to such Section and not yet applied at or prior to such time to prepay Term Loans pursuant to such Section exceeds the Dollar Equivalent of $15,000,000 in the aggregate.

  • No prepayment shall be required pursuant to Section 5.2(a)(i) unless and until the amount at any time of Net Cash Proceeds from Prepayment Events required to be applied at or prior to such time pursuant to such Section and not yet applied at or prior to such time to prepay Term Loans pursuant to such Section exceeds the Dollar Equivalent of $15,000,000 in the aggregate for all such Prepayment Events.

  • No prepayment shall be required pursuant to Section 5.2(a)(i) unless and until the amount at any time of Net Cash Proceeds from Prepayment Events required to be applied at or prior to such time pursuant to such Section and not yet applied at or prior to such time to prepay Term Loans pursuant to such Section exceeds $15,000,000 in the aggregate.

  • No prepayment shall be required pursuant to Section 5.2(a)(i) unless and until the amount at any time of Net Cash Proceeds from Prepayment Events required to be applied at or prior to such time pursuant to such Section and not yet applied at or prior to such time to prepay Term Loans pursuant to such Section exceeds (i) $5,000,000 for any single Prepayment Event or series of related Prepayment Events and (ii) $10,000,000 in the aggregate for all such Prepayment Events.

  • If the operation of an attachment, sequestration, distress or execution that affects a material part of the assets or revenues of a Non-Obligor Restricted Company arises and is not discharged within 21 days of such event occurring, then the Company shall comply with the provisions of Clause 8.4 (General Procedure in respect of Specified Prepayment Events).

  • No prepayment shall be required pursuant to Section 5.02(a)(i) unless and until the amount at any time of Net Cash Proceeds from Prepayment Events required to be applied at or prior to such time pursuant to such Section and not yet applied at or prior to such time to prepay Term Loans, Permitted First Priority Debt or Permitted First Priority Refinancing Debt pursuant to such Section exceeds (i) $10,000,000 for a single Prepayment Event or (ii) $20,000,000 in the aggregate for all such Prepayment Events.

  • The Facility Agent shall notify the Lenders as soon as possible of any proposed prepayment of any Loan under Clause 7.2 (Voluntary prepayment of Loans) or Clause 8.1 (Prepayment Events).

  • Any failure to comply with Mandatory Prepayment Events, including any failure to issue a Capital Call as required by Section 4.3 (Required Period).

Related to Prepayment Events

  • Prepayment Event means any Asset Sale Prepayment Event, Debt Incurrence Prepayment Event, Casualty Event or any Permitted Sale Leaseback.

  • Repayment Event means any event or condition which gives 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.

  • Mandatory Prepayment Event means any of the following:

  • Asset Sale Prepayment Event shall not include any transaction permitted by Section 10.4 (other than transactions permitted by Section 10.4(b) and Section 10.4(o), which shall constitute Asset Sale Prepayment Events).

  • Foreign Prepayment Event has the meaning assigned to such term in Section 2.11(g).