PropCo VICI Properties L.P., a Delaware limited partnership.
Borrower Pledge Agreement means the Pledge Agreement executed and delivered by the Borrower pursuant to Section 5.1.5, substantially in the form of Exhibit F-1 hereto, as amended, supplemented, restated or otherwise modified from time to time.
UK Subsidiary means a Subsidiary organized under the laws of England and Wales.
Australian Subsidiary means any Subsidiary that is organized under the laws of Australia or any province or territory thereof.
UK CRR means Regulation (EU) No. 575/2013 on prudential requirements for credit institutions and investment firms of the European Parliament and of the Council of 26 June 2013, as amended or supplemented from time to time, as it forms part of domestic law in the UK by virtue of the EUWA.
Parent Pledge Agreement means that certain Pledge Agreement, dated of the date hereof, made by Parent in favor of Agent.
Holdings Pledge Agreement means the Holdings Pledge Agreement, dated as of the Closing Date, among Holdings and the Collateral Agent.
Original Borrower means, as the context requires, any of them;
Irish Qualifying Lender means a Lender which is beneficially entitled to interest payable to that Lender in respect of an advance under this Agreement and is:
UK Qualifying Lender means a Lender which is beneficially entitled to interest payable to that Lender in respect of an advance under a Loan Document and is:
Canadian Subsidiary means any Subsidiary that is organized under the laws of Canada or any province or territory thereof.
Existing Borrower s Re-Fix Rate" means at any date the fixed rate then being offered to those of the Seller's existing Borrowers who at that date are seeking to fix the rate of interest payable under their existing Fixed Rate Mortgage Loan with the Seller for the applicable period;
UK Loan Party and “UK Loan Parties” shall mean any Loan Party or Loan Parties organized or existing under the laws of the United Kingdom, including of England and Wales or Scotland.
Borrower LLC Agreement means the Limited Liability Company Operating Agreement of the Borrower, dated as of June 23, 2011.
Foreign Subsidiary Holding Company means any Domestic Subsidiary that is a direct parent of one or more Foreign Subsidiaries and holds, directly or indirectly, no other assets other than Equity Interests of Foreign Subsidiaries and other de minimis assets related thereto.
Proceeds Account Pledge Agreement means the pledge agreement entered into between the Issuer and the Agent on or prior to the First Issue Date in respect of a first priority pledge over the Proceeds Account and all funds held on the Proceeds Account from time to time, granted in favour of the Agent and the Bondholders (represented by the Agent).
JV Subsidiary any Subsidiary of a Group Member which is not a Wholly Owned Subsidiary and as to which the business and management thereof is jointly controlled by the holders of the Capital Stock therein pursuant to customary joint venture arrangements.
OpCo has the meaning set forth in the Preamble.
Existing Lender were references to all the Lenders immediately prior to the relevant increase;
Escrow Account Pledge Agreement means the pledge agreement entered into between the Issuer and the Agent before the Issue Date in respect of a first priority pledge over the Escrow Account and all funds standing to the credit of the Escrow Account from time to time, granted in favour of the Agent and the Holders (represented by the Agent).
Additional Borrower means a company which becomes an Additional Borrower in accordance with Clause 25 (Changes to the Obligors).
Equity Pledge Agreement means the Equity Pledge Agreement entered into by and among the Parties hereto on June 12, 2017, pursuant to which Party C will pledge all equity interests held by it in Party B (i.e. Party B’s Equity Interests) to Party A as the pledged collateral for the contractual obligations and secured debts under the VIE Agreements.
Foreign Subsidiary Holdco means any Guarantor Subsidiary designated as a Foreign Subsidiary Holdco by the Company, so long as such Subsidiary has no material assets other than securities, indebtedness or receivables of one or more Foreign Subsidiaries (or Guarantor Subsidiaries thereof), intellectual property relating solely to such Foreign Subsidiaries (or Guarantor Subsidiaries thereof) and/or other assets (including cash and cash equivalents) relating to an ownership interest in any such securities, indebtedness, intellectual property or Guarantor Subsidiaries.
Canadian Pledge Agreement means a pledge agreement, in form and substance reasonably satisfactory to the Administrative Agent, executed by the Borrower and each Guarantor that is a Canadian Subsidiary, pursuant to which each such Person pledges to the Collateral Agent all of its right, title and interest in and to all Stock of each Subsidiary in which it has an interest, as the same may be amended, restated, supplemented or otherwise modified from time to time.
U.S. Pledge Agreement means a Pledge Agreement substantially in the form of Exhibit B-1 between the Borrower, the Subsidiary Guarantors and the Administrative Agent.
Existing Lenders has the meaning specified in the recitals hereto.