Term Loan Refinancing Indebtedness means any refinancings, renewals or extensions of all or any part of any Obligations which do not constitute Extension Loans, including without limitation with one or more new term loan facilities that may be unsecured or that may be secured by the Collateral on a pari passu or junior basis with the Obligations or with one or more series of senior unsecured notes or senior secured notes that will be secured by the Collateral on a pari passu or junior basis with the Obligations, in each case as determined by the Borrower; provided that (i) the maturity date of any such Term Loan Refinancing Indebtedness is no earlier than one year after the latest Maturity Date then in effect as of the date such Term Loan Refinancing Indebtedness is incurred, (ii) the weighted average life to maturity of each series of Term Loan Refinancing Indebtedness is no shorter than the weighted average life to maturity of the Loans, (iii) the documents or instruments governing such Indebtedness (the “Term Loan Refinancing Agreements”) do not contain covenants, events of default or other terms which are materially more onerous, taken as a whole, to the Borrower and the Restricted Persons than those contained in this Agreement, (iv) such Indebtedness is not secured on a basis which is senior to the Loans and other Obligations under this Agreement, and (v) the principal amount of such Term Loan Refinancing Indebtedness does not exceed the principal amount of Obligations being refinanced, renewed or extended except by an amount equal to accrued and unpaid interest, prepayment premium, original issue discount, fees and expenses incurred in connection with such refinancing, renewal or extension.
Term Loan Refinancing Indebtedness as defined in Section 7.2(a).
Term Loan Refinancing Indebtedness means (a) Permitted Pari Passu Term Refinancing Debt or (b) Permitted Unsecured Refinancing Debt, in each case, issued, incurred or otherwise obtained to refinance, in whole or part, existing Term Loans or any then-existing Term Loan Refinancing Indebtedness (“Term Loan Refinanced Debt”); provided that (i) such Indebtedness has a maturity no earlier, and a Weighted Average Life to Maturity equal to or greater, than the Term Loan Refinanced Debt, (ii) the principal amount of such Indebtedness does not exceed the principal amount of the Term Loan Refinanced Debt except by an amount equal to unpaid accrued interest and premium thereon plus other reasonable amounts paid, and fees and expenses reasonably incurred, in connection with such modification, refinancing, refunding, renewal, replacement or extension and by an amount equal to any existing commitments unutilized under the Term Loan Refinanced Debt, (iii) the terms and conditions of such Indebtedness (except as otherwise provided in clause (i) above and with respect to pricing, premiums, fees, rate floors and optional prepayment or redemption terms) (taken as a whole) are no more favorable to the lenders or holders providing such Indebtedness than the terms and conditions applicable to the Term Loan Refinanced Debt (except for covenants or other provisions applicable only to periods after the Latest Maturity Date at the time of incurrence of such Indebtedness), (iv) such Indebtedness is issued, incurred or otherwise obtained solely to refinance, in whole or part, Term Loan Refinanced Debt, (v) in the case of Indebtedness described in clause (a) above, the holders of such Indebtedness are bound by the Intercreditor Agreement and (vi) such Term Loan Refinanced Debt shall be repaid, repurchased, retired, defeased or satisfied and discharged, all accrued interest, fees, premiums (if any) and penalties in connection therewith shall be paid, and all commitments thereunder terminated, on the date such Term Loan Refinancing Indebtedness is issued, incurred or obtained.
Examples of Term Loan Refinancing Indebtedness in a sentence
Further, upon request of the Borrower, the Administrative Agent shall enter into, or amend, any Intercreditor Agreement to permit the incurrence of Term Loan Refinancing Indebtedness, any Specified Indebtedness pursuant to Section 2.18 or any other Specified Indebtedness permitted to be secured by the Collateral hereunder.
To the extent any Permitted Term Loan Refinancing Indebtedness is outstanding, each of Parent and the Borrower will not, and will not permit any of its Restricted Subsidiaries to, amend, modify, waive or otherwise change, consent or agree to any amendment, modification, waiver or other change to any of the terms of the Permitted Term Loan Refinancing Indebtedness Documents other than amendments or other modifications that are permitted under the Term Loan Refinancing Intercreditor Agreement.
Further, upon request of the Borrower, the Administrative Agent shall enter into, or amend, any Intercreditor Agreement to permit the incurrence of Term Loan Refinancing Indebtedness, any Specified Indebtedness under any Incremental Facility or any other Specified Indebtedness permitted to be secured by the Collateral hereunder.
Any prepayment of Term Loans with the Net Cash Proceeds of, or in exchange for, Term Loan Refinancing Indebtedness, Refinancing Term Loans or Replacement Term Loans pursuant to Section 5.2(a)(iii) shall be applied solely to each applicable Class or Classes of Term Loans being refinanced as selected by the Borrower.
Further, upon request of the Borrower, the Administrative Agent shall enter into, or amend, any Intercreditor Agreement to permit the incurrence of Term Loan Refinancing Indebtedness, any Specified Indebtedness under any Incremental Facilitypursuant to Section 2.18 or any other Specified Indebtedness permitted to be secured by the Collateral hereunder.
More Definitions of Term Loan Refinancing Indebtedness
Term Loan Refinancing Indebtedness has the meaning given to such term under the Term Loan Credit Agreement.
Term Loan Refinancing Indebtedness means any refinancings, renewals or extensions of all or any part of any Term Loan Obligations, including without limitation with one or more new term loan facilities that may be unsecured or that may be secured by the Collateral on a pari passu or junior basis with the Obligations or with one or more series of senior unsecured notes or senior secured notes that will be secured by the Collateral on a pari passu or junior basis with the Obligations, in each case as determined by the Borrower; provided that (i) the maturity date of any such Term Loan Refinancing Indebtedness is no earlier than the latest maturity date on which any of the Term Loans then in effect as of the date such Term Loan Refinancing Indebtedness is incurred, (ii) the weighted average life to maturity of each series of Term Loan Refinancing Indebtedness is no shorter than the current weighted average life to maturity of the then outstanding Term Loans as of the date such Term Loan Refinancing Indebtedness is incurred, (iii) the documents or instruments governing such Term Loan Refinancing Indebtedness do not contain representations and warranties, covenants or events of default which are materially more onerous to the Borrower and its Subsidiaries than those contained in the Term Loan Facility as of the date such Term Loan Refinancing Indebtedness is incurred (it being understood that any new or more onerous financial covenant shall be deemed to be materially more onerous for purposes of this definition), (iv) the
Term Loan Refinancing Indebtedness means any refinancings, renewals or extensions of all or any part of any Obligations, including without limitation with one or more new term loan facilities that may be unsecured or that may be secured by the Collateral on a pari passu or junior basis with the Obligations or with one or more series of senior unsecured notes or senior secured notes that may be secured by the Collateral on a pari passu or junior basis with the
Term Loan Refinancing Indebtedness has the meaning set forth in Section 7.2(a). “Term Loans” means the collective reference to the Initial Term Loans and the Incremental Term Loans. “Trade Date” means with respect to any sale or assignment of rights by a Lender under this Agreement, the date on which such Lender entered into a binding agreement to sell or assign all or a portion of its rights under this Agreement. “Transactions” means collectively, (a) the execution, delivery and performance by the Borrower and the other Loan Parties of this Agreement, the borrowing of Loans hereunder and the use of proceeds thereof, (b) the execution, delivery and performance by the Borrower and the other Loan Parties of the ABL Credit Agreement, the borrowing of ABL Loans thereunder and the use of proceeds thereof and (c) the Existing Indebtedness Refinancing. “Transferee” means any Assignee or Participant. “Transformative Acquisition” means any acquisition by the Borrower or any Restricted Subsidiary of an unrelated third party that is either (a) not permitted by the terms of the Loan Documents immediately prior to the consummation of such acquisition or (b) if permitted by the terms of the Loan Documents immediately prior to the consummation of such acquisition, would not provide the Borrower and its Restricted Subsidiaries with adequate flexibility under the Loan Documents for the continuation and/or expansion of their combined operations following such consummation (as determined by the Borrower acting in good faith). 35 509265-2041-Active.31278172.28
Term Loan Refinancing Indebtedness by replacing the words “senior secured notes that will be secured by the Collateral” in the fifth line thereof with the words “senior secured notes that may be secured by the Collateral”.
Term Loan Refinancing Indebtedness has the meaning ascribed to that term in the First Lien Credit Agreement.
Term Loan Refinancing Indebtedness means Indebtedness incurred solely in order to repay all or any portion of the Term Loans hereunder on the following terms: (A) the Indebtedness thereunder shall be unsecured and shall have a final maturity which is later than, and does not require any scheduled amortization or other scheduled payments of principal prior to, the five year anniversary of the Closing Date, (B) the proceeds under the facility shall be used only to repay the Term Loans hereunder, (C) the cash yield or cash interest on the Indebtedness shall not exceed [ ]%, (D) the covenants, events of default, subordination and other provisions thereof (including any guarantees thereof) shall be reasonably satisfactory to the Administrative Agent and the Collateral Agent and shall be, in the aggregate, no less favorable to the Borrower and to the Lenders than those contained in the Second Lien Credit Documents (provided that such provisions shall not include financial covenants, and shall be subject to automatic amendment to conform to any amendments made to the Second Lien Credit Documents) and (E) no Default or Event of Default shall have occurred and be continuing or result therefrom.