Sponsor Subordinated Debt definition

Sponsor Subordinated Debt means Indebtedness of Loan Parties to Sponsor in the aggregate original principal amount of $5,150,000 pursuant to the Sponsor Subordinated Notes.
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Sponsor Subordinated Debt has the meaning specified in the definition of “Equity Contribution”.
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Sponsor Subordinated Debt means all Indebtedness of the Loan Parties under the Sponsor Subordinated Note.
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Examples of Sponsor Subordinated Debt in a sentence

  • The Borrower has delivered to the Administrative Agent a complete and correct copy of the Senior Note Documents, the Holdings Note Documents, the Senior Subordinated Note Documents and the Permitted Sponsor Subordinated Debt Agreements, if any, and in each case, any amendments, supplements or modifications with respect to any of the foregoing.

  • Except as otherwise mutually agreed among Borrowers and Lenders, (a) Borrowers may request Additional Term Loans (i) in minimum increments of $250,000, and (ii) for the purpose of funding (A) Permitted Acquisitions and other growth initiatives and (B) repayments of the Sponsor Subordinated Debt, and (b) any Additional Term Loans will have terms, amortization and fees consistent with the Initial Term Loan.

  • Except as contemplated by Section 5 (b) (Assignment and Grant of Security Interest by the Sponsor Parties) and to the extent consistent with Section 6 (Share Retention Obligations), no Sponsor Party shall, without the prior written consent of the Secured Parties, assign, transfer, encumber or otherwise dispose of all or part of its interest in any Sponsor Subordinated Debt to any Person.

  • Completion Guarantor represents and warrants that, as of the date hereof, Borrower and its Subsidiaries do not have any indebtedness owing to Completion Guarantor other than the portion of the Sponsor Subordinated Debt that has already been advanced to Borrower in connection with funding construction of the Project.

  • The initial spectrum of phonons has a noticeably non-Planck form (see,e.g., experimental data [19]), then high-frequency phonons decompose into phonons with lower frequencies, and the Planck and equilibrium distributions are gradually reached.The nanometer inhomogeneity structure of glasses has a consequence that the energy of high-frequency phonons excited by photo-induced electrons is localized in nanoregions.

  • For the further avoidance of doubt, none of the Secured Parties (in their capacities as such) are, or shall be, third party beneficiaries (intended or otherwise) of the Incremental Liquidity Facility Credit Agreement, the Sponsor Preferred Stock Subscription Agreement and/or any documentation in respect of any Sponsor Subordinated Debt.

  • In the case of each partial prepayment of the Senior Notes pursuant to Section 5.02, the principal amount of the Senior Notes to be prepaid shall be allocated among all of the Senior Notes at the time outstanding in proportion, as nearly as practicable, to the respective unpaid principal amounts thereof not theretofore called for prepayment.

  • As of December 31, 2010, the aggregate outstanding principal balance of Sponsor Subordinated Debt (including all accreted interest paid in kind) was $1,094,788,577.62, and all such Sponsor Subordinated Debt remains outstanding as of the Closing Date.

  • Contemporaneously therewith, the Regular Trustees, on behalf of the Trust, shall subscribe to and purchase from the Sponsor Subordinated Debt Securities, registered in the name of the Institutional Trustee, on behalf of the Trust and the Holders, and having an aggregate principal amount equal to $61,856,000, and, in satisfaction of the purchase price for such Subordinated Debt Securities, the Institutional Trustee, on behalf of the Trust, shall deliver to the Sponsor the sum of $61,856,000.

  • In addition, these models can separate the effects of various factors on static and dynamic bases.


More Definitions of Sponsor Subordinated Debt

Sponsor Subordinated Debt means Indebtedness incurred by the Parent (and not Guaranteed by any other Loan Party) owing to a member of the Sponsor Group (i) the payment of which is subordinated to payment of the Obligations to the reasonable satisfaction of the Administrative Agent, (ii) for which interest is payable in kind, and not in cash, at all times prior to maturity, (iii) which is unsecured, and (iv) which does not amortize, mature or become mandatorily prepayable prior to six months after the Maturity Date.
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Sponsor Subordinated Debt means Indebtedness of Borrower to the Sponsors or their wholly-owned Subsidiaries evidenced by the Sponsor Subordinated Notes and any other Indebtedness owing to Sponsor Entities and on terms no less favorable to the Lenders than those in the Sponsor Subordinated Notes.
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Sponsor Subordinated Debt means unsecured Indebtedness incurred by the Borrower (which, for the avoidance of doubt, may be guaranteed by other Loan Parties) from Sponsor on terms acceptable to each of the Borrower and Sponsor in their sole discretion; provided that (i) the stated final maturity date of such Indebtedness shall be no earlier than 91 days after the then-existing Latest Maturity Date at the time of such incurrence (other than any earlier maturity upon the occurrence of any change of control, Qualifying IPO or any Disposition occurring prior to such 91 days following the Latest Maturity Date at the time such Sponsor Subordinated Debt is incurred), (ii) interest on such Indebtedness shall accrue, at the Borrower’s election, as “payment in kind” interest at all times during the Covenant Waiver Period (or for such longer period as the Borrower and the Sponsor may otherwise agree) and (iii) such Indebtedness shall be contractually subordinated in right of payment to the payment in full of all Obligations under this Agreement on terms and conditions reasonably satisfactory to the Administrative Agent.
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Sponsor Subordinated Debt means the Indebtedness of the Company to the Sponsors or their wholly-owned Subsidiaries evidenced by the Sponsor Subordinated Notes, having a maturity and no scheduled principal payments prior to 91 days following the Maturity Date. All interest in respect of the Sponsor Subordinated Debt shall be payable in kind.
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Sponsor Subordinated Debt. “Total Liquidity” or any component definition thereofof any of the foregoing, in each case, as any such definition is used solely for purposes of Section 6.15) or waive any Default or Event of Default in respect of Section 6.15 (other than as permitted under clause (y)), (y) waive, amend or modify any condition precedent set forth in Section 4.02 hereof as it pertains to any Revolving Loan and/or Additional Revolving Loan and/or (z) waive any Default or Event of Default that results from any representation made or deemed made by any Loan Party in any Loan Document in connection with any Credit Extension under the Revolving Facility being untrue in any material respect as of the date made or deemed made;
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Related to Sponsor Subordinated Debt

  • Senior Subordinated Debt means the Indebtedness represented by the Senior Subordinated Notes (including the Note Guarantees, Exchange Notes (each as defined in the Senior Subordinated Debt Documents), guarantees of Exchange Notes and any replacement Exchange Notes).

  • Junior Subordinated Debt means (a) subordinated junior deferrable interest debentures of the Borrower, (b) the related preferred securities, if applicable, of Subsidiaries of the Borrower and (c) the related subordinated guarantees, if applicable, of the Borrower, in each case, from time to time outstanding.

  • Permitted Subordinated Debt means Indebtedness of any of the Borrowers which has been subordinated and made junior to the Full Payment of the Obligations, and evidenced as such by a subordination agreement containing subordination provisions substantially in the form of Exhibit I, or otherwise in form and substance reasonably satisfactory to the Administrative Agent; provided that (a) at the time such Permitted Subordinated Debt is incurred, no Default or Event of Default has occurred or would occur as a result of such incurrence, and (b) the documentation evidencing such Permitted Subordinated Debt shall have been delivered to the Administrative Agent and shall contain all of the following characteristics: (i) it shall be unsecured, (ii) it shall bear interest at a rate not to exceed the market rate as determined in good faith by the applicable Borrower, (iii) it shall not require unscheduled principal repayments thereof prior to the maturity date of such debt, (iv) if it has any covenants, such covenants (including covenants relating to incurrence of indebtedness) shall be less restrictive than those set forth herein, (v) it shall have no restrictions on the Borrowers’ ability to grant liens securing indebtedness ranking senior to such Permitted Subordinated Debt, (vi) it shall permit the incurrence of senior indebtedness under this Agreement, (vii) it may be cross-accelerated with the Obligations and other senior indebtedness of the Borrowers (but shall not be cross-defaulted except for payment defaults which the senior lenders have not waived) and may be accelerated upon bankruptcy, and (viii) it shall provide for the complete, automatic and unconditional release of any and all guarantees of such Permitted Subordinated Debt granted by any Borrower in the event of the sale by any Person of such Borrower or the sale by any Person of all or substantially all of such Borrower’s assets (including in the case of a foreclosure).

  • Eligible Subordinated Debt means, at any time in respect of any issuer, each series of the issuer’s then-outstanding long-term indebtedness for money borrowed that (a) upon a bankruptcy, liquidation, dissolution or winding up of the issuer, ranks subordinate to the issuer’s then outstanding series of indebtedness for money borrowed that ranks most senior, (b) is then assigned a rating by at least one NRSRO (provided that this clause (b) shall apply on a Redesignation Date only if on such date the issuer has outstanding subordinated long-term indebtedness for money borrowed that satisfies the requirements in clauses (a), (c) and (d) that is then assigned a rating by at least one NRSRO), (c) has an outstanding principal amount of not less than $100,000,000, and (d) was issued through or with the assistance of a commercial or investment banking firm or firms acting as underwriters, initial purchasers or placement or distribution agents. For purposes of this definition as applied to securities with a CUSIP number, each issuance of long-term indebtedness for money borrowed that has (or, if such indebtedness is held by a trust or other intermediate entity established directly or indirectly by the issuer, the securities of such intermediate entity that have) a separate CUSIP number shall be deemed to be a series of the issuer’s long-term indebtedness for money borrowed that is separate from each other series of such indebtedness.

  • Senior Subordinated Indebtedness means the Securities and any other Indebtedness of the Company that specifically provides that such Indebtedness is to rank pari passu with the Securities in right of payment and is not subordinated by its terms in right of payment to any Indebtedness or other obligation of the Company which is not Senior Indebtedness.

  • Junior Subordinated Indebtedness means the principal of (and premium, if any) and unpaid interest on (a) indebtedness of the Company (including indebtedness of others guaranteed by the Company), whether outstanding on the date hereof or thereafter created, incurred, assumed or guaranteed, for money borrowed, which in the instrument creating or evidencing the same or pursuant to which the same is outstanding it is provided that such indebtedness ranks junior in right of payment to the Company’s Senior Indebtedness and Senior Subordinated Indebtedness and equally and pari passu in right of payment to any other Junior Subordinated Indebtedness, (b) Junior Subordinated Securities, and (c) renewals, extensions, modifications and refinancings of any such indebtedness.

  • Guarantor Subordinated Obligations means, with respect to a Subsidiary Guarantor, any Indebtedness of such Subsidiary Guarantor (whether outstanding on the Issue Date or thereafter Incurred) that is expressly subordinated in right of payment to the obligations of such Subsidiary Guarantor under its Subsidiary Guarantee pursuant to a written agreement.

  • Guarantor Subordinated Obligation means, with respect to a Subsidiary Guarantor, any Indebtedness of such Subsidiary Guarantor (whether outstanding on the Issue Date or thereafter Incurred) which is expressly subordinate in right of payment to the obligations of such Subsidiary Guarantor under its Subsidiary Guarantee pursuant to a written agreement.

  • Junior Subordinated Notes means the $__________ aggregate principal amount of the Depositor's Series __ ____% Junior Subordinated Notes due ____ __, ____, issued pursuant to the Subordinated Indenture.

  • Permitted Subordinated Indebtedness means Indebtedness incurred after the Closing Date by the Borrower or the Subsidiaries that is (i) subordinated to the Obligations and all other Indebtedness owing from the Borrower or the Subsidiaries to the Lender pursuant to a written subordination agreement satisfactory to the Lender in its sole discretion and (ii) in an amount and on terms approved by the Lender in its sole discretion.

  • Senior Subordinated Notes means the Borrower’s 9.75% Senior Subordinated Notes due 2014, in an original aggregate principal amount of $225,000,000.

  • Senior Subordinated Indenture means the Indenture, dated as of August 30, 2007, among the Company, the subsidiary guarantors party thereto from time to time and Xxxxx Fargo Bank, National Association, as trustee, governing the 13.5% Senior Subordinated Notes due 2015 of the Company, as the same may be amended, supplemented, waived or otherwise modified from time to time.

  • Junior Subordinated Debentures means the aggregate principal amount of the Depositor's ____% Junior Subordinated Deferrable Interest Debentures, due ________ __, 2027, issued pursuant to the Indenture.

  • Existing Senior Subordinated Notes means the 10.875% Senior Subordinated Notes Due 2009 issued by the Company pursuant to the Existing Senior Subordinated Note Indenture.

  • Senior Subordinated Note Indenture the Indenture entered into by the Borrower and certain of its Subsidiaries in connection with the issuance of the Senior Subordinated Notes, together with all instruments and other agreements entered into by the Borrower or such Subsidiaries in connection therewith, as the same may be amended, supplemented or otherwise modified from time to time in accordance with Section 7.9.

  • Available Subordinated Amount if there is a Subordinate Class with respect to Class A, shall mean, on a Distribution Date, the sum of

  • Senior Subordinated Note Documents means the Senior Subordinated Notes Indenture and all other instruments, agreements and other documents evidencing the Senior Subordinated Notes or providing for any guarantee or other right in respect thereof.

  • Senior Subordinated Notes Indenture means the Indenture, dated as of July 17, 2012, under which the Senior Subordinated Notes were issued, among the Borrower and the Restricted Subsidiaries party thereto and the trustee named therein from time to time, as in effect on the Closing Date and as amended, restated, supplemented or otherwise modified from time to time in accordance with the requirements thereof and of this Agreement.

  • Final Subordinated Units has the meaning assigned to such term in Section 6.1(d)(x).

  • Existing Subordinated Notes means any instrument or loan issued or incurred before 1 January 2013, whether publicly or privately placed, ranking or expressed to be ranking pari passu with all other subordinated obligations (except for those subordinated obligations expressed by their terms to rank junior), provided that should any such Existing Subordinated Notes be amended in any way (contractually or by statute) which would result in allowing the Issuer to issue subordinated notes ranking senior thereto, then such Subordinated Notes would be deemed to no longer constitute an Existing Subordinated Note. As a result, in the event of liquidation or bankruptcy of the Issuer or in the event of a Moratorium (as defined in Condition 3 of the Conditions of the Notes) with respect to the Issuer, the claims of the holders of the Subordinated Notes ("Subordinated Noteholders") against the Issuer will be:

  • Permitted Unsecured Debt means Indebtedness that is unsecured (or secured solely by liens permitted by Section 6.02(y)) incurred solely by the Borrowers (on a joint and several basis as between the Borrowers) (and which may be guaranteed by any Guarantor); provided, that (i) the Administrative Borrower shall be in Financial Covenant Compliance before and after giving effect to the incurrence of such Indebtedness, (ii) such unsecured Indebtedness shall not be guaranteed by any Person that is not a Guarantor hereunder, (iii) such Indebtedness shall not mature and no installments of principal (other than, in any case, amortization at a rate of no more than 1% per annum) shall be due and payable on such Indebtedness prior to the Latest Maturity Date at the time such Indebtedness is incurred (except to the extent the proceeds of such Indebtedness are subject to an escrow or similar arrangement for the benefit of the holders of such Indebtedness as described in Section 6.02(y) and such proceeds are released to such holders in accordance with the terms thereof), (iv) such Indebtedness shall have no financial maintenance covenants that are more onerous to the Borrowers and the Guarantors than the financial maintenance covenants for the Credit Facilities provided for in this Agreement, (v) the definitive documentation for such Indebtedness shall not include other covenants, (excluding interest rate, original issue discounts, fees and prepayment premiums) taken as a whole, that are materially more onerous to the Borrowers and the Guarantors than the covenants for the Credit Facilities provided for in this Agreement, taken as a whole (it being agreed that customary “high yield” style covenants for a company of this type shall not be considered materially more onerous to the Borrowers and the Guarantors than the covenants for the Credit Facilities provided for in this Agreement, taken as a whole), and (vi) such Indebtedness shall have no mandatory prepayment or redemption provisions other than prepayments or redemptions (A) required as a result of a change in control or non-ordinary course asset sale or (B) from the proceeds of such Indebtedness that were subject to an escrow or similar arrangement for the benefit of the holders of such Indebtedness as described in Section 6.02(y) (it being understood that accrued interest and fees may be paid in connection with the mandatory prepayment or redemption of such Indebtedness).

  • Class Subordination Percentage With respect to any Distribution Date and each Class of Subordinated Certificates, the quotient (expressed as a percentage) of (a) the Class Certificate Balance of such Class of Certificates immediately prior to such Distribution Date divided by (b) the aggregate of the Class Certificate Balances immediately prior to such Distribution Date of all Classes of Certificates.

  • Affiliate Subordination Agreement means an Affiliate Subordination Agreement substantially in the form of Exhibit C pursuant to which intercompany obligations and advances owed by any Loan Party are subordinated to the Obligations.