Second Seller Note definition

Second Seller Note means the Second Note dated as of August 30, 2000 in the initial principal amount of $25,000,000 issued by Holdings in favor of United States Filter Corporation.
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Second Seller Note has the meaning set forth in Section 2.4(a).
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Second Seller Note means that certain Second 11% Convertible Junior Subordinated Note dated August 30, 2000 in the original principal amount of $25,000,000, issued by Holdings in favor of United States Filter. "Senior Bank Purchase Option Agreement" has the meaning set forth in Section 2.3(a)(ii). "Senior Lenders" means collectively The Bank of Nova Scotia, Bankers Trust Company, Deutsche Bank Securities, Inc., Banc One Capital Markets, Inc., and various Lenders to the Credit Agreement, together with their successors and registered assigns. "Senior Loan Facility" means the aggregate loans and facility made by the Senior Lenders to KGI in an aggregate original principal amount of $260,000,000. "Shareholders Agreement" has the meaning set forth in Section 2.4(d). "Strategic Note" means the Capital Call Note held by Strategic Entrepreneur Fund III, L.P. in the original principal amount of $39,282.34. "Subsidiary" shall mean, as to any Person, (i) any corporation more than 50% of whose stock of any class or classes having by the terms thereof ordinary voting power to elect a majority of the directors of such corporation (irrespective of whether or not at the time stock of any class or classes of such corporation shall have or might have voting power by reason of the happening of any contingency) is at the time owned by such Person and/or one or more Subsidiaries of such Person and (ii) any partnership, association, joint venture or other entity in 7 <PAGE> which such Person and/or one or more Subsidiaries of such Person has more than a 50% equity interest at the time. "SVAR" has the meaning set forth in the preamble. "SVBF" has the meaning set forth in the preamble. "SVBF II" has the meaning set forth in the preamble. "TCP" has the meaning set forth in the preamble. "TCP/Mezzanine Exchange Agreement" has the meaning set forth in Section 2.4(c)(iv). "TCP Purchase Agreement" means that certain Purchase Agreement, dated as of September 26, 2003 by and among Holdings, KGI, as the "Borrower," the Guarantors party thereto, the TCP Purchasers and Xxxxxxxxxx Capital Partners, LLC, as collateral agent for the TCP Purchasers, as amended, supplemented, amended and restated or otherwise modified from time to time. "TCP Purchasers" means SVAR, SVBF, SVBF II, the Ares Purchasers, X.X. Xxxxx and Mass Mutual. "TCP Purchase Option Agreement" has the meaning set forth in Section 2.3(b)(ii). "TCP Warrants" shall mean the "Xxxxxxxxxx Warrants," as defined in the TCP Purchase Agreement. "TCP1 Notes"...
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Examples of Second Seller Note in a sentence

  • The General Fund has committed $16,000,000 for financial impacts of the COVID-19 Pandemic and $5,000,000 for self-insurance purposes.

  • If the amounts of the First Seller Note and Second Seller Note are insufficient to address the full Review Restatement Amount, Seller will remain obligated to pay such amount to Purchaser in satisfaction of its obligations hereunder.


More Definitions of Second Seller Note

Second Seller Note means that certain Second 11% Convertible Junior Subordinated Note dated August 30, 2000 in the original principal amount of $25,000,000, issued by Holdings in favor of United States Filter.
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Related to Second Seller Note

  • Seller Note means the promissory note evidencing Xxxxxxxx’s repayment obligations in respect of the Seller Loan.

  • Seller Notes means any promissory note or notes issued by the Borrower or a Restricted Subsidiary of the Borrower in respect of any acquisition permitted hereunder as consideration in connection with such acquisition, but that is not in the nature of an earn-out obligation or similar deferred or contingent obligation.

  • Post-Closing Agreement shall have the meaning set forth in Section 8.9.

  • Loan Purchase Agreement The Loan Purchase Agreement described in the Recitals to this Agreement, which Loan Purchase Agreement incorporates the terms of the Aurora Loan Services Seller Guide, as the same may be amended from time to time.

  • Subsequent Mortgage Loan Purchase Agreement The agreement between the Depositor and the Seller regarding the transfer of the Subsequent Mortgage Loans by the Seller to the Depositor.

  • Sale and Purchase Agreement means all the agreements entered into from time to time (whether before, on or after the date of this Agreement) by the Borrower for the sale of the Units and shall include any one or more or all of the Sale and Purchase Agreements.

  • Asset Purchase Agreement has the meaning set forth in the Recitals.

  • Mortgage Loan Purchase Agreement The agreement between the Seller and the Depositor, regarding the transfer of the Mortgage Loans by the Seller to or at the direction of the Depositor, substantially in the form of Exhibit D annexed hereto.

  • hire-purchase agreement means an agreement, other than a conditional sale agreement, under which—

  • Advance Purchase Agreements means (a) an advance or deferred purchase agreement if the agreement is in respect of the supply of assets or services and payment in the normal course of business with credit periods which are normal for the relevant type of project contracts, or (b) any other trade credit incurred in the ordinary course of business.

  • Note Purchase Agreements means (i) that certain Note Purchase Agreement, dated as of April 16, 2014 among the Parent, the Borrower, and the purchasers party thereto, (ii) that certain Note Purchase Agreement, dated as of December 18, 2014 among the Parent, the Borrower, and the purchasers party thereto, and (iii) that certain Note Purchase Agreement, dated as of June 13, 2018, among the Parent, the Borrower, and the purchasers party thereto, in each case as amended from time to time.

  • Receivables Purchase Agreement means the receivables purchase agreement, dated as of the Closing Date, between AHFC and the Seller, as amended or supplemented from time to time.

  • Closing Date Acquisition Agreement shall have the meaning assigned to such term in the recitals hereto.

  • Note Purchase Agreement means the Note Purchase Agreement, dated as of the Issuance Date, among the Company, the Subordination Agent, the Escrow Agent, the Paying Agent, and the Pass Through Trustee under each Pass Through Trust Agreement providing for, among other things, the issuance and sale of certain equipment notes, as the same may be amended, supplemented or otherwise modified from time to time in accordance with its terms.

  • Intercompany Loan Agreement has the meaning set forth in the Purchase and Sale Agreement.

  • Series B Purchase Agreement has the meaning set forth in the Recitals.

  • Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Placement Agent, the Company and the Escrow Agent pursuant to which the Investors shall deposit their Investment Amounts with the Escrow Agent to be applied to the transactions contemplated hereunder, in the form of Exhibit B hereto.

  • Lease-purchase agreement means an agreement for the use of personal property by a natural person primarily for personal, family, or household purposes, for an initial period of four months or less that is automatically renewable with each payment after the initial period, but does not obligate or require the consumer to continue leasing or using the property beyond the initial period, and that permits the consumer to become the owner of the property.

  • Purchase Agreement Assignment means that certain Purchase Agreement Assignment [NW ____ _], dated as of the date hereof, between Lessee and Lessor, as the same may be amended, supplemented or modified from time to time, with the form[s] of Consent and Agreement to be executed by the Manufacturer [and the Supplier -- A319's only] attached thereto.

  • Unit Purchase Agreement means the Common Unit and Class B Unit Purchase Agreement, dated as of December 1, 2006, among the Partnership and the purchasers named therein.

  • Bridge Loan Agreement shall have the meaning set forth in the recitals.

  • Synthetic Purchase Agreement means any swap, derivative or other agreement or combination of agreements pursuant to which Holdings, the Borrower or any Subsidiary is or may become obligated to make (a) any payment in connection with a purchase by any third party from a person other than Holdings, the Borrower or any Subsidiary of any Equity Interest or Restricted Indebtedness or (b) any payment (other than on account of a permitted purchase by it of any Equity Interest or Restricted Indebtedness) the amount of which is determined by reference to the price or value at any time of any Equity Interest or Restricted Indebtedness; provided that no phantom stock or similar plan providing for payments only to current or former directors, officers or employees of Holdings, the Borrower or the Subsidiaries (or to their heirs or estates) shall be deemed to be a Synthetic Purchase Agreement.

  • Aircraft Purchase Agreement Has the meaning specified in the NPA.

  • Securities Purchase Agreement means that certain securities purchase agreement, dated as of the Subscription Date, by and among the Company and the initial holders of the Notes pursuant to which the Company issued the Notes, as may be amended from time to time.

  • Seller Guaranty means a guaranty of payment and performance issued by a Seller Guarantor in the form attached to this Agreement as Exhibit V or in such other form as may be acceptable to Purchaser acting reasonably.