Ticking Fee Start Date definition

Ticking Fee Start Date has the meaning set forth in Section 2.10.

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Ticking Fee Start Date means December 13, 2022.

Ticking Fee Start Date has the meaning specified in Section 2.09(a). “Total Credit Exposure” means, as to any Lender, (a) at any time during the Availability Period and prior to the Funding Date, the unused Commitment of such Lender at such time, and (b) at any time on or after the Funding Date, the Outstanding Amount of the Loan of such Lender at such time. “Type” means, with respect to a Loan, its character as a Base Rate Loan or a Eurodollar Rate Loan. “UK Financial Institution” means any BRRD Undertaking (as such term is defined under the PRA Rulebook (as amended from time to time) promulgated by the United Kingdom Prudential Regulation Authority) or any person subject to IFPRU 11.6 of the FCA Handbook (as amended from time to time) promulgated by the United Kingdom Financial Conduct Authority, which includes certain credit institutions and investment firms, and certain affiliates of such credit institutions or investment firms. “UK Resolution Authority” means the Bank of England or any other public administrative authority having responsibility for the resolution of any UK Financial Institution. “United States” and “U.S.” mean the United States of America. “U.S. Person” means any Person that is a “United States person” as defined in Section 7701(a)(30) of the Code. “U.S. Special Resolution Regimes” has the meaning specified in Section 10.22. 23 CHAR1\1756574v5

Examples of Ticking Fee Start Date in a sentence

• The Ticking Fees shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Ticking Fee Start Date, and on the last day of the Availability Period for the Term Facility.

• If the conditions set forth in Section10.3 (other than those conditions which are to be satisfied at the Closing) have been satisfied or waived and the Closing Date does not occur on or prior to the date which is sixty (60) days following the date that Seller Parent delivers the Required Financial Information to Buyer (the “Ticking Fee Start Date”), on the first (1st) Business Day following such Ticking Fee Start Date, Buyer shall pay to Seller Parent the Weekly Ticking Fee.

• If the Closing Date occurs fewer than seven (7) calendar days following the Ticking Fee Start Date, the Closing Payment shall be reduced by an amount equal to one seventh (1/7th) of the Weekly Ticking Fee multiplied by the number obtained by subtracting (A) the number of days which have elapsed between the Ticking Fee Start Date and the Closing Date (inclusive) from (B) seven (7).

• Buyer shall continue to pay the Weekly Ticking Fee every seventh (7th) calendar day following the Ticking Fee Start Date (unless such date is not a Business Day, in which case the relevant Weekly Ticking Fee will be paid on the first Business Day following the date upon which the Weekly Ticking Fee becomes due and payable) until the earlier of (i) the Closing Date or (ii) the date upon which this Agreement is terminated pursuant to ARTICLE XI (such earlier date, the “Ticking Fee End Date”).

• If the Term Loan Funding Date has not occurred on or prior to the date that is ninety (90) days after the First Amendment Effective Date (such date, the “Ticking Fee Start Date”), commencing on the Ticking Fee Start Date, and at all times thereafter during the Availability Period for the Term Facility, the Borrower shall pay to the Administrative Agent, for the account of each Term Lender, a ticking fee (each, a “Ticking Fee”) equal to 0.11% per annum times the amount of such Term Lender’s Term Commitment.

• If the Funding Date has not occurred on or prior to January 1, 2021 (such date, the “Ticking Fee Start Date”), commencing on the Ticking Fee Start Date, and at all times thereafter during the Availability Period, the Borrower shall pay to the Administrative Agent, for the account of each Lender, a ticking fee (each, a “Ticking Fee”) equal to 0.15% per annum times the amount of such Lender’s Commitment.

• Accrued Ticking Fees shall be payable in arrears on (A) the last Business Day of each calendar quarter, commencing on the first such Business Day following the Ticking Fee Start Date, for the account of each Howmet Lender and (B) the date on which the commitments on Schedule 2.01(a) of Exhibit A hereto shall be terminated in whole (or, in the case of Letters of Credit, fully cash collateralized in accordance with the last paragraph of Article VII), for the account of each Howmet Lender.

More Definitions of Ticking Fee Start Date

Ticking Fee Start Date means November 1, 2023; provided that if initial filing of the Proxy Statement is filed with the SEC after July 5, 2023, then the Ticking Fee Start Date shall be delayed by the number of calendar days that have elapsed after July 5, 2023 through the date the initial filing of the Proxy Statement is filed with the SEC.