Subordinated Shareholder Liabilities definition

Subordinated Shareholder Liabilities means any loan or other indebtedness owed by Bidco or a Borrower to Holdings or any other (direct or indirect) shareholder of Bidco or a Borrower, provided that such loan or indebtedness is secured in favor of the Collateral Agent, does not require interest payments to be made in cash and is subordinated on terms satisfactory to the Administrative Agent.
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Subordinated Shareholder Liabilities means any loan or other indebtedness owed by the Company to the Parent, provided that (a) such loan or indebtedness is subordinated pursuant to the provisions of Clause 14 (Subordination) or on substantially the same terms as the provisions of paragraph (B) of Clause 14 (Subordination) or otherwise on terms satisfactory to the Interim Facility Agent (acting on the instructions of the Majority Interim Lenders (acting reasonably)); and (b) the receivable in respect of such loan or indebtedness is subject to Interim Security on terms satisfactory to the Interim Facility Agent (acting on the instructions of the Majority Interim Lenders (acting reasonably)).
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Subordinated Shareholder Liabilities means any loan or other indebtedness owed by an Obligor to Topco or any other (direct or indirect) shareholder of an Obligor, provided that such loan or indebtedness is subordinated pursuant to the provisions of paragraph (a) of Clause 15 (Subordination) or on substantially the same terms as the provisions of paragraph (a) of Clause 15 (Subordination) or otherwise on terms satisfactory to the Interim Facility Agent (acting on the instructions of the Majority Interim Lenders (acting reasonably)).
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Examples of Subordinated Shareholder Liabilities in a sentence

  • For the avoidance of doubt, until such time as Holdco is owed any Subordinated Shareholder Liabilities it will not have any obligations or liabilities under this Agreement.

  • Subject to Clause 10.8 (Permitted Enforcement: Shareholder Creditors), the Shareholder Creditors shall not be entitled to take any Enforcement Action in respect of any of the Subordinated Shareholder Liabilities at any time prior to the Final Discharge Date.

  • Subordinated Shareholder Liabilities unless the prior consent of abuse relevant Instructing Group is obtained.

  • Neither the Parent nor any other Debtor shall be released from the liability to make any Payment (including of default interest, which shall continue to accrue) under any Debt Document by the operation of Clauses 10.1 (Restriction on Payment: Subordinated Shareholder Liabilities) and 10.2 (Permitted Payments: Subordinated Shareholder Liabilities) even if its obligation to make that Payment is restricted at any time by the terms of any of those Clauses.


More Definitions of Subordinated Shareholder Liabilities

Subordinated Shareholder Liabilities means the Liabilities owed to the Shareholder Creditors by a member of the Group which constitute Indebtedness (as defined in the Initial Senior Facilities Agreement or the equivalent term in any other Credit Facility Agreement (as the context requires)) (including Liabilities owed in respect of any Proceeds Loan or Subordinated Shareholder Funding (as defined in the Initial Senior Facilities Agreement or the equivalent term in any other Credit Facility Agreement (as the context requires))).
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Related to Subordinated Shareholder Liabilities

  • Shareholder Debt means any shareholder loan made to the Issuer as debtor, if such loan:

  • Subordinated Shareholder Funding means, collectively, any funds provided to the Issuer by any Parent, any Affiliate of any Parent or any Permitted Holder or any Affiliate thereof, in exchange for or pursuant to any security, instrument or agreement other than Capital Stock, in each case issued to and held by any of the foregoing Persons, together with any such security, instrument or agreement and any other security or instrument other than Capital Stock issued in payment of any obligation under any Subordinated Shareholder Funding; provided, however, that such Subordinated Shareholder Funding:

  • Senior Liabilities means all present and future moneys, debts and liabilities due, owing or incurred by the Obligors to any Finance Party under or in connection with any Finance Document (in each case, whether alone or jointly, or jointly and severally, with any other person, whether actually or contingently and whether as principal, surety or otherwise).

  • Subordinated Liabilities means liabilities subordinated to the Borrower's obligations to the Bank in a manner acceptable to the Bank in its sole discretion.

  • Subordinated Claims means the aggregate amount of all claims admitted in the winding up or dissolution of the Issuer which rank, or are expressed to rank, junior to claims in respect of the Senior Non-Preferred Notes or other Senior Non-Preferred Claims, including (without limitation) claims of creditors in respect of the Subordinated Notes, and the obligations of the Issuer which constitute, or would but for any applicable limitation on the amount of such capital constitute, Tier 2 Capital, Additional Tier 1 Capital (including, without limitation, the Issuer’s permanent interest bearing shares (if any)) or CET1 Capital (including the Issuer’s core capital deferred shares (if any)); and

  • Shareholder Loan means a loan which is granted by an AIF to an undertaking in which it holds directly or indirectly at least 5 % of the capital or voting rights, and which cannot be sold to third parties independently of the capital instruments held by the AIF in the same undertaking;

  • Seller Obligations means all present and future indebtedness, reimbursement obligations, and other liabilities and obligations (howsoever created, arising or evidenced, whether direct or indirect, absolute or contingent, or due or to become due) of the Seller to any Purchaser Party, Seller Indemnified Party and/or any Affected Person, arising under or in connection with this Agreement or any other Transaction Document or the transactions contemplated hereby or thereby, and shall include, without limitation, all obligations of the Seller in respect of the Seller Guaranty and the payment of all Capital, Yield, Fees and other amounts due or to become due under the Transaction Documents (whether in respect of fees, costs, expenses, indemnifications or otherwise), including, without limitation, interest, fees and other obligations that accrue after the commencement of any Insolvency Proceeding with respect to the Seller (in each case whether or not allowed as a claim in such proceeding).

  • Subordinate Voting Shares means subordinate voting shares in the capital of the Company.

  • Shareholder Loans means any shareholder loan made to the Issuer as debtor, if such loan:

  • Other Liabilities means any obligation on account of (a) any Cash Management Services furnished to any of the Loan Parties or any of their Subsidiaries and/or (b) any Bank Product furnished to any of the Loan Parties and/or any of their Subsidiaries.

  • Subordinated Intercompany Debt shall have the meaning assigned to such term in Section 6.01(e).

  • Shareholder Group means (i) Shareholder and (ii) any Affiliate or Shareholder Family Entity (as defined in the Shareholder's Agreement) of Shareholder (other than the Company).

  • Company Shareholders means holders of Company Shares.

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.

  • Subordinated Claim means a Claim of the kind described in sections 726(a)(3) or 726(a)(4) of the Bankruptcy Code and/or Claims subordinated under sections 510(b) or 510(c) of the Bankruptcy Code.

  • Junior Obligations means the Junior Obligations of the Guarantor and the Junior Obligations of the Issuer;

  • Preferred Shareholders means the holders of Preferred Shares.

  • Senior Obligations is defined in Section 5.1 of this Agreement.

  • Senior Claims means, (a) with respect to the RBL Priority Collateral, each of the First-Priority Lien Obligations secured by such Collateral and, (b) with respect to the Term/Notes Priority Collateral, each of the Second-Priority Lien Obligations secured by such Collateral.

  • Purchaser Preferred Stock means the shares of preferred stock, par value $0.0001 per share, of the Purchaser.

  • Company Stockholders means the holders of shares of Company Capital Stock.

  • Senior Non Preferred Liabilities means any unsubordinated and unsecured senior non preferred obligations (créditos ordinarios no preferentes) of Banco Santander under Additional Provision 14.2º of Law 11/2015 (including any Notes) and any other obligations which, by law and/or by their terms, and to the extent permitted by Spanish law, rank pari passu with the Senior Non Preferred Liabilities.

  • Preferred Equity Interest means, with respect to any Person, Equity Interests in such Person which are entitled to preference or priority over any other Equity Interest in such Person in respect of the payment of dividends or distribution of assets upon liquidation or both.

  • Subordinated Intercompany Note means the Intercompany Subordinated Note, dated as of the Agreement Date, by and among Holdings, the Borrower and each Restricted Subsidiary of Holdings from time to time party thereto.

  • Existing Stockholders means the stockholders of the Corporation immediately prior to the IPO as listed on Schedule A (including the Existing Stockholders Representative in its capacity as an Existing Stockholder) together with any Permitted Assignees.

  • Existing Shareholders means the officers, directors and shareholders of the Company prior to the Offering; (c) “Initial Ordinary Shares” shall mean all of the Ordinary Shares owned by an Existing Shareholder prior to the Offering (and shall include any Ordinary Shares issued as dividends with respect to such shares); (d) “Public Shareholders” shall mean the holders of securities issued in the Offering; (e) “Trust Account” shall mean the trust account established for the benefit of the Public Shareholders into which a portion of the net proceeds of the Offering will be deposited; and (f) the “Extended Period” shall mean the additional 12-month period to approve a Business Combination as more specifically described in the Registration Statement.