Specified Mezzanine Notes definition

Specified Mezzanine Notes shall have the meaning set forth in the Note Sales Agreement.
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Specified Mezzanine Notes means, collectively, the First Mezzanine Notes, the Second Mezzanine Notes, the Third Mezzanine Notes, the Fourth Mezzanine Notes and the Fifth Mezzanine Notes, in each case held as of the date hereof by Participant, and set forth on Exhibit C hereto. Notwithstanding the foregoing, if any Specified Mezzanine Note becomes a DPO Mezzanine Loan hereunder, such Specified Mezzanine Note shall automatically cease to be a Specified Mezzanine Note hereunder.
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Examples of Specified Mezzanine Notes in a sentence

  • Purchases of Specified Mezzanine Notes shall be closed on the applicable ECF Closing Date in accordance with Section 3.2 of this Agreement.

  • All purchases of Specified Mezzanine Notes shall be made pursuant to and in accordance with Purchase and Sale Agreements.

  • The Xxxxxx’x Parties shall also cause two (2) executed original counterparts of a Purchase and Sale Agreement evidencing such additional purchases of Specified Mezzanine Notes to be delivered to the Specified Mezzanine Lender, which shall execute such Purchase and Sale Agreement and return one (1) original counterpart to the applicable Mezzanine Borrower in accordance with the requirements of Section 3.3 of this Agreement.

  • Notwithstanding any other provision to the contrary contained in any Loan Document or any Mezzanine Loan Document, on or prior to the Specified Payment Date the Specified Mezzanine Notes may be purchased or repaid on a non-pro rata basis ahead of the Mortgage Note or the other Mezzanine Notes as contemplated in this Agreement.

  • Within five (5) Business Days after the Required Response Date, the Xxxxxx’x Parties shall cause written notices to be delivered in accordance with the notice provisions set forth on Exhibit E to the Specified Mezzanine Lender setting forth the additional Specified Mezzanine Notes that will be purchased with such Remaining Cash Flow in accordance with the terms of this Agreement.

  • All ECF Purchase Offers for, and all related purchases of, the Specified Mezzanine Notes shall, in each case, be made in reverse sequential order.

  • The provisions of this Section 3.4(c) shall not in any way limit or otherwise impact the obligation of the Xxxxxx’x Parties to cause Excess Cash Flow to be utilized to purchase (i) Specified Mezzanine Notes in accordance with Section 3.3(a) or (ii) Senior Mezzanine Notes in accordance with Section 3.5.

  • At any time that no Specified Mezzanine Notes remain outstanding and any Junior Mezzanine Notes remain outstanding, the Xxxxxx’x Parties shall cause one hundred percent (100%) of Excess Cash Flow for each Excess Cash Flow Period to be made available in connection with ECF Purchase Offers for Junior Mezzanine Notes.

Related to Specified Mezzanine Notes

  • Mezzanine Note means the original executed promissory note or other tangible evidence of the Mezzanine Loan indebtedness.

  • Refinancing Notes means any secured or unsecured notes or loans issued by the Borrower or any Subsidiary Loan Party (whether under an indenture, a credit agreement or otherwise) and the Indebtedness represented thereby; provided, that (a) (i) 100% of the Net Proceeds of such Refinancing Notes that are secured on a pari passu basis with the Term B-1 Loans are used to permanently reduce Loans and/or replace Commitments substantially simultaneously with the issuance thereof or (ii) 90% of the Net Proceeds of any other Refinancing Notes are used to permanently reduce Loans and/or replace Commitments substantially simultaneously with the issuance thereof; (b) the principal amount (or accreted value, if applicable) of such Refinancing Notes does not exceed the principal amount (or accreted value, if applicable) of the aggregate portion of the Loans so reduced and/or Commitments so replaced (plus unpaid accrued interest and premium (including tender premiums) thereon and underwriting discounts, defeasance costs, fees, commissions and expenses); (c) the final maturity date of such Refinancing Notes is on or after the Term Facility Maturity Date or the Revolving Facility Maturity Date, as applicable, of the Term Loans so reduced or the Revolving Facility Commitments so replaced; (d) the Weighted Average Life to Maturity of such Refinancing Notes is greater than or equal to the Weighted Average Life to Maturity of the Term Loans so reduced or the Revolving Facility Commitments so replaced, as applicable; (e) in the case of Refinancing Notes in the form of notes issued under an indenture, the terms thereof do not provide for any scheduled repayment, mandatory redemption or sinking fund obligations prior to the Term Facility Maturity Date of the Term Loans so reduced or the Revolving Facility Maturity Date of the Revolving Facility Commitments so replaced, as applicable (other than customary offers to repurchase or mandatory prepayment provisions upon a change of control, asset sale or event of loss and customary acceleration rights after an event of default); (f) the other terms of such Refinancing Notes (other than interest rates, fees, floors, funding discounts and redemption or prepayment premiums and other pricing terms), taken as a whole, are substantially similar to, or not materially less favorable to the Borrower and its Subsidiaries than the terms, taken as a whole, applicable to the Term B-1 Loans (except for covenants or other provisions applicable only to periods after the Latest Maturity Date in effect at the time such Refinancing Notes are issued), as determined by the Borrower in good faith (or, if more restrictive, the Loan Documents are amended to contain such more restrictive terms to the extent required to satisfy the foregoing standard); (g) there shall be no obligor in respect of such Refinancing Notes that is not a Loan Party; and (h) Refinancing Notes that are secured by Collateral shall be subject to the provisions of a Permitted Pari Passu Intercreditor Agreement or a Permitted Junior Intercreditor Agreement, as applicable.

  • Note A-2 Securitization means the first sale by the Note A-2 Holder of all or a portion of Note A-2 to a depositor who will in turn include such portion of Note A-2 as part of the securitization of one or more mortgage loans.

  • Note A-2 Securitization Date means the closing date of the Note A-2 Securitization.

  • Note A-1 Securitization means the first sale by the Note A-1 Holder of all or a portion of Note A-1 to a depositor who will in turn include such portion of Note A-1 as part of the securitization of one or more mortgage loans.

  • Note A-1-1 Securitization means the first sale by the Note A-1-1 Holder of all or a portion of Note A-1-1 to a depositor who will in turn include such portion of Note A-1-1 as part of the securitization of one or more mortgage loans.

  • Note A-1 Securitization Date means the closing date of the Note A-1 Securitization.

  • Refinancing Mortgage Loan Any Mortgage Loan originated in connection with the refinancing of an existing mortgage loan.

  • First Lien Notes means the 8.000% first lien secured notes due April 1, 2027, issued by Frontier pursuant to the First Lien Notes Indenture.

  • Second Lien Notes Documents means the Second Lien Notes, the Second Lien Notes Indenture, the Second Lien Notes Security Documents and all other documents executed and delivered with respect to the Second Lien Notes or Second Lien Notes Indenture, as in effect on the Effective Date and as the same may be amended, modified and/or supplemented from time to time in accordance with the terms hereof and thereof.

  • Note A-4 Securitization Date means the closing date of the Note A-4 Securitization.

  • First Lien Mortgage Loan A Mortgage Loan secured by a first lien Mortgage on the related Mortgaged Property.

  • Permitted Pari Passu Secured Refinancing Debt means any secured Indebtedness (including any Registered Equivalent Notes) incurred by a Borrower in the form of one or more series of senior secured notes; provided, that (a) such Indebtedness is secured by the Collateral on a pari passu basis (but without regard to the control of remedies) with the Obligations and is not secured by any property or assets of Parent or Restricted Subsidiary other than the Collateral, (b) such Indebtedness is not at any time guaranteed by any Subsidiaries other than Subsidiaries that are Guarantors, (c) such Indebtedness, (i) unless incurred as a term loan under this Agreement, does not mature or have scheduled amortization or payments of principal (other than customary offers to repurchase upon a change of control, asset sale or event of loss and a customary acceleration right after an event of default) prior to the date that is the Latest Maturity Date at the time such Indebtedness is incurred or issued, and (ii) if incurred as a term loan under this Agreement, does not mature earlier than, or have a Weighted Average Life to Maturity shorter than, the applicable Refinanced Debt, (d) the security agreements relating to such Indebtedness (to the extent such Indebtedness is not incurred hereunder) are substantially the same as or more favorable to the Loan Parties than the Collateral Documents (with such differences as are reasonably satisfactory to the Administrative Agent), (e) to the extent such Indebtedness is not incurred hereunder, a Representative acting on behalf of the holders of such Indebtedness shall have become party to or otherwise subject to the provisions of an Intercreditor Agreement with the Administrative Agent and (f) such Indebtedness, if consisting of Refinancing Notes, satisfies clause (d) of the definition of Permitted Other Debt Conditions. Permitted Pari Passu Secured Refinancing Debt will include any Registered Equivalent Notes issued in exchange therefor.

  • Anticipation Notes means the following Municipal Bonds: revenue anticipation notes, tax anticipation notes, tax and revenue anticipation notes, grant anticipation notes and bond anticipation notes.

  • Note A-5 Securitization Date means the closing date of the Note A-5 Securitization.

  • Note A-6 Securitization Date means the closing date of the Note A-6 Securitization.

  • Specified Refinancing Debt has the meaning specified in Section 2.18(a).

  • Note A-3 Securitization Date means the closing date of the Note A-3 Securitization.

  • Note A-4 Securitization means the first sale by the Note A-4 Holder of all or a portion of Note A-4 to a depositor who will in turn include such portion of Note A-4 as part of the securitization of one or more mortgage loans.

  • Note A-3 Securitization means the first sale by the Note A-3 Holder of all or a portion of Note A-3 to a depositor who will in turn include such portion of Note A-3 as part of the securitization of one or more mortgage loans.

  • Permitted Convertible Notes means any unsecured notes issued by the Company in accordance with the terms and conditions of Section 6.01 that are convertible into a fixed number (subject to customary anti-dilution adjustments, “make-whole” increases and other customary changes thereto) of shares of common stock of the Company (or other securities or property following a merger event or other change of the common stock of the Company), cash or any combination thereof (with the amount of such cash or such combination determined by reference to the market price of such common stock or such other securities); provided that, the Indebtedness thereunder must satisfy each of the following conditions: (i) both immediately prior to and after giving effect (including pro forma effect) thereto, no Default or Event of Default shall exist or result therefrom, (ii) such Indebtedness matures after, and does not require any scheduled amortization or other scheduled or otherwise required payments of principal prior to, and does not permit any Loan Party to elect optional redemption or optional acceleration that would be settled on a date prior to, the date that is six (6) months after the Maturity Date (it being understood that neither (x) any provision requiring an offer to purchase such Indebtedness as a result of change of control or other fundamental change (which change of control or other fundamental change, for the avoidance of doubt, constitutes a “Change of Control” hereunder), which purchase is settled on a date no earlier than the date twenty (20) Business Days following the occurrence of such change of control or other fundamental change nor (y) any early conversion of any Permitted Convertible Notes in accordance with the terms thereof, in either case, shall violate the foregoing restriction), (iii) such Indebtedness is not guaranteed by any Subsidiary of the Company other than the Subsidiary Borrowers or Subsidiary Guarantors (which guarantees, if such Indebtedness is subordinated, shall be expressly subordinated to the Secured Obligations on terms not less favorable to the Lenders than the subordination terms of such Subordinated Indebtedness), (iv) any cross-default or cross-acceleration event of default (each howsoever defined) provision contained therein that relates to indebtedness or other payment obligations of any Loan Party (such indebtedness or other payment obligations, a “Cross-Default Reference Obligation”) contains a cure period of at least thirty (30) calendar days (after written notice to the issuer of such Indebtedness by the trustee or to such issuer and such trustee by holders of at least 25% in aggregate principal amount of such Indebtedness then outstanding) before a default, event of default, acceleration or other event or condition under such Cross-Default Reference Obligation results in an event of default under such cross-default or cross-acceleration provision and (v) the terms, conditions and covenants of such Indebtedness must be customary for convertible Indebtedness of such type (as determined by the board of directors of the Company, or a committee thereof, in good faith).

  • Second Lien Mortgage Loan A Mortgage Loan secured by a second lien Mortgage on the related Mortgaged Property.

  • Note A-6 Securitization means the first sale by the Note A-6 Holder of all or a portion of Note A-6 to a depositor who will in turn include such portion of Note A-6 as part of the securitization of one or more mortgage loans.

  • Senior Secured Notes Documents means the Senior Secured Notes Indenture, the Senior Secured Notes Guarantees, the Senior Secured Notes, the Intercreditor Arrangements, any supplemental indenture, any security document relating to the Senior Secured Notes and/or the Senior Secured Notes Indenture and any other document that may be entered into pursuant to any of the foregoing.

  • Specified Refinancing Term Loans means Specified Refinancing Debt constituting term loans.

  • Note A-5 Securitization means the first sale by the Note A-5 Holder of all or a portion of Note A-5 to a depositor who will in turn include such portion of Note A-5 as part of the securitization of one or more mortgage loans.