Common use of Most Favored Lender Status Clause in Contracts

Most Favored Lender Status. (a) If the Company (i) is as of the date of this Agreement a party to a credit facility, loan agreement or other like financial instrument under which the Company may incur Unsecured Debt in excess of $25,000,000 (an “Existing Credit Facility”), or (ii) after the date of this Agreement enters into any amendment or other modification of any Existing Credit Facility (an “Amended Credit Facility”) or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to a credit agreement, note purchase agreement, convertible note indenture or debenture, or other like agreement after the date of this Agreement under which the Company may incur Unsecured Debt in excess of $25,000,000 (in any such case, a “New Credit Facility”), that in any such case has on the date of this Agreement, or after the date of this Agreement results in, one or more additional or more restrictive MFL Provisions (whether constituting a financial covenant or an event of default) imposed on the Company than those contained in this Agreement being contained in any such Existing Credit Facility, Amended Credit Facility or New Credit Facility, as the case may be (such additional or more restrictive MFL Provision or event of default, as the case may be, together with all definitions relating thereto, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(s)”), then the terms of this Agreement, without any further action on the part of the Company or any of the holders of the Notes, will unconditionally be deemed on the effective date of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Facility Additional Provision(s) or such New Facility Additional Provision(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(s) so included herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.

Appears in 3 contracts

Samples: Defined Terms (WhiteHorse Finance, Inc.), WhiteHorse Finance, Inc., WhiteHorse Finance, Inc.

AutoNDA by SimpleDocs

Most Favored Lender Status. (a) If the Company or any Subsidiary Guarantor (i) is as of the date of this Agreement a party to a credit facility, loan agreement the Bank Credit Agreement or other like financial instrument under which any of the Company may incur Unsecured Debt in excess of $25,000,000 note purchase agreements relating to the Existing Notes (an “Existing Credit Facility”), or (ii) after the date of this Agreement enters into any amendment or other modification of any Existing Credit Facility (an “Amended Credit Facility”) ), or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to a credit agreement, note purchase agreement, convertible note indenture or debenture, agreement or other like agreement after the date of this Agreement under which the Company may incur Unsecured Debt in excess of $25,000,000 (in any such case, a “New Credit Facility”) after the date of this Agreement under which the Company or any Subsidiary Guarantor may incur Debt in an amount equal to or greater than $50,000,000 (or the equivalent in the relevant currency), that in any such case has as on the date of this Agreement, or after the date of this Agreement Agreement, results in, in one or more additional or more restrictive MFL Provisions (whether constituting a financial covenant covenants or an event events of default) imposed on the Company default than those contained in this Agreement being contained in any such Existing Credit Facility, Amended Credit Facility or New Credit Facility, as the case may be (such additional or more restrictive MFL Provision covenant or event of default, as the case may be, together with all definitions relating thereto, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(s)” and such covenants and events of default shall be an Existing Facility Additional Provision(s) or New Facility Additional Provision(s) only to the extent not already included herein, or if already included herein, only to the extent more restrictive than the analogous covenants or events of default included herein), then the terms of this Agreement, without any further action on the part of the Company Company, any Subsidiary Guarantor or any of the holders of the Notes, will unconditionally be deemed on the effective date of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Facility Additional Provision(s) or such New Facility Additional Provision(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(scovenant(s) so included herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.. Sensient Technologies Corporation Note Purchase Agreement

Appears in 2 contracts

Samples: Guaranty Agreement (Sensient Technologies Corp), Guaranty Agreement (Sensient Technologies Corp)

Most Favored Lender Status. (a) If the Company any Note Party (i) is as of the date of this Agreement a party to a credit facilityfacilities, loan agreement agreements or other like financial instrument under which instruments, including, without limitation, the Company may incur Unsecured Debt in excess of $25,000,000 Bank Credit Agreement and the Existing Note Purchase Agreements but excluding this Agreement (each an “Existing Credit Facility”), under which such Note Party may incur Indebtedness in an aggregate amount equal to or greater than $50,000,000 (or the equivalent in the relevant currency), (ii) after the date of this Agreement enters into any amendment or other modification of any of such Existing Credit Facility Facilities (an “Amended Credit Facility”) or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to facility (a credit agreement, note purchase agreement, convertible note indenture or debenture, or other like agreement “New Credit Facility”) after the date of this Agreement under which such Note Party may, together with the Company may Existing Credit Facilities, incur Unsecured Debt Indebtedness in excess of an aggregate amount equal to or greater than $25,000,000 50,000,000 (or the equivalent in any such case, a “New Credit Facility”the relevant currency), that in any such case has on the date of this Agreementunder clause (i), (ii) or after the date of this Agreement (iii) above includes or results in, in one or more additional or more restrictive MFL Provisions provisions (whether constituting a negative or financial covenant covenant, a required prepayment or an event of default, though, for the avoidance of doubt, not including a “pricing term” or “applicable margin”) imposed on the Company than those contained in this Agreement being contained in any such Existing Credit Facilitywhether constituting a negative or financial covenant, Amended Credit Facility required prepayment or New Credit Facility, as the case may be an event of default (such additional or more restrictive MFL Provision negative or financial covenant, required prepayment or event of default, as the case may be, together with all definitions relating thereto, and including, for the avoidance of doubt, any negative covenants in the case of an Existing Credit FacilityFacility as of the date of this Agreement which are more restrictive, including as amended by an Amended Credit Facility, the Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(sCovenant(s)”), then the terms of this Agreement, without any further action on the part of the Company Company, any Subsidiary Guarantor or any of the holders of the Notes, will unconditionally be deemed on the effective date of Closing or the execution of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Facility such Additional Provision(s) or such New Facility Additional Provision(sCovenant(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(snegative or financial covenant(s) or required prepayment so included herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default11(d), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.

Appears in 2 contracts

Samples: Note Purchase Agreement (Artisan Partners Asset Management Inc.), Artisan Partners Asset Management Inc.

Most Favored Lender Status. (a) If the Company (i) is as of the date of this Agreement a party to a credit facilityAgreement, loan agreement or other like financial instrument under which the Company may incur Unsecured Debt in excess of $25,000,000 (an “Existing Primary Credit Facility”), or (ii) after the date of this Agreement Agreement, the General Partner, the Company or any Subsidiary Guarantor enters into any amendment or other modification of any Existing Credit Facility (an “Amended the Primary Credit Facility”) , or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to a credit agreement, note purchase agreement, convertible note indenture or debenture, or other like agreement after the date of this Agreement under which Agreement, the General Partner, the Company may incur Unsecured Debt in excess of $25,000,000 (in or any such case, a “New Subsidiary Guarantor enters into any new Primary Credit Facility”), Facility that in any such case has on the date of this Agreement, or after the date of this Agreement results in, one or more additional or more restrictive MFL Provisions (whether constituting a financial covenant or an event of default) imposed on the Company than those contained in this Agreement being contained in any such Existing Credit Facility, Amended Primary Credit Facility or New Credit Facility, as the case may be (such additional or more restrictive MFL Provision or event of default, as the case may beProvision, together with all definitions relating thereto, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Facility Additional Provision(s)” and in the case of a New Primary Credit Facility, the “New Facility Additional Provision(s)”), then the terms of this Agreement, without any further action on the part of the Company General Partner, the Company, any Subsidiary Guarantor or any of the holders of the Notes, will unconditionally be deemed on the effective date of such Amended Primary Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility Additional Provision(s) to be automatically amended to include the Existing Facility Additional Provision(s) or such New Primary Credit Facility Additional Provision(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(s) so included herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Primary Credit Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.

Appears in 2 contracts

Samples: Note Purchase Agreement (Kilroy Realty, L.P.), General Partner Guaranty Agreement (Kilroy Realty, L.P.)

Most Favored Lender Status. (a) If the Company any Note Party (i) is as of the date of this Agreement a party to a credit facilityfacilities, loan agreement agreements or other like financial instrument under which instruments, including, without limitation, the Company may incur Unsecured Debt in excess of $25,000,000 Bank Credit Agreement and the Existing Note Purchase Agreement but excluding this Agreement (each an “Existing Credit Facility”), under which such Note Party may incur Indebtedness in an aggregate amount equal to or greater than $50,000,000 (or the equivalent in the relevant currency), (ii) after the date of this Agreement enters into any amendment or other modification of any of such Existing Credit Facility Facilities (an “Amended Credit Facility”) or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to facility (a credit agreement, note purchase agreement, convertible note indenture or debenture, or other like agreement “New Credit Facility”) after the date of this Agreement under which such Note Party may, together with the Company may Existing Credit Facilities, incur Unsecured Debt Indebtedness in excess of an aggregate amount equal to or greater than $25,000,000 50,000,000 (or the equivalent in any such case, a “New Credit Facility”the relevant currency), that in any such case has on the date of this Agreementunder clause (i), (ii) or after the date of this Agreement (iii) above includes or results in, in one or more additional or more restrictive MFL Provisions provisions (whether constituting a negative or financial covenant covenant, a required prepayment or an event of default, though, for the avoidance of doubt, not including a “pricing term” or “applicable margin”) imposed on the Company than those contained in this Agreement being contained in any such Existing Credit Facilitywhether constituting a negative or financial covenant, Amended Credit Facility required prepayment or New Credit Facility, as the case may be an event of default (such additional or more restrictive MFL Provision negative or financial covenant, required prepayment or event of default, as the case may be, together with all definitions relating thereto, and including, for the avoidance of doubt, any negative covenants in the case of an Existing Credit FacilityFacility as of the date of this Agreement which are more restrictive, including as amended by an Amended Credit Facility, the Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(sCovenant(s)”), then the terms of this Agreement, without any further action on the part of the Company Company, any Subsidiary Guarantor or any of the holders of the Notes, will unconditionally be deemed on the effective date of Closing or the execution of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Facility such Additional Provision(s) or such New Facility Additional Provision(sCovenant(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(snegative or financial covenant(s) or required prepayment so included herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default11(d), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.

Appears in 1 contract

Samples: Note Purchase Agreement (Artisan Partners Asset Management Inc.)

Most Favored Lender Status. (a) If the Company any Note Party (i) is as of the date of this Agreement a party to a credit facilityfacilities, loan agreement agreements or other like financial instrument under which instruments, including, without limitation, the Company may incur Unsecured Debt in excess of $25,000,000 Bank Credit Agreement and the 2017 Note Purchase Agreement but excluding this Agreement (each an “Existing Credit Facility”), under which such Note Party may incur Indebtedness in an aggregate amount equal to or greater than $50,000,000 (or the equivalent in the relevant currency); provided that, notwithstanding the foregoing, the Bank Credit Agreement shall at all times constitute an Existing Credit Facility, (ii) after the date of this Agreement enters into any amendment or other modification of any of such Existing Credit Facility Facilities (an “Amended Credit Facility”) or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to facility (a credit agreement, note purchase agreement, convertible note indenture or debenture, or other like agreement “New Credit Facility”) after the date of this Agreement under which such Note Party may, together with the Company may Existing Credit Facilities, incur Unsecured Debt Indebtedness in excess of an aggregate amount equal to or greater than $25,000,000 50,000,000 (or the equivalent in any such case, a “New Credit Facility”the relevant currency), that in any such case has on the date of this Agreementunder clause (i), (ii) or after the date of this Agreement (iii) above includes or results in, in one or more additional or more restrictive MFL Provisions provisions (whether constituting a negative or financial covenant covenant, a required prepayment or an event of default, though, for the avoidance of doubt, not including a “pricing term” or “applicable margin”) imposed on the Company than those contained in this Agreement being contained in any such Existing Credit Facilitywhether constituting a negative or financial covenant, Amended Credit Facility required prepayment or New Credit Facility, as the case may be an event of default (such additional or more restrictive MFL Provision negative or financial covenant, required prepayment or event of default, as the case may be, together with all definitions relating thereto, and including, for the avoidance of doubt, any negative covenants in the case of an Existing Credit FacilityFacility as of the date of this Agreement which are more restrictive, including as amended by an Amended Credit Facility, the Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(sCovenant(s)”), then the terms of this Agreement, without any further action on the part of the Company Company, any Subsidiary Guarantor or any of the holders of the Notes, will unconditionally be deemed on the effective date of Closing or the execution of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Facility such Additional Provision(s) or such New Facility Additional Provision(sCovenant(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(snegative or financial covenant(s) or required prepayment so included herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default11(d), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.

Appears in 1 contract

Samples: Note Purchase Agreement (Artisan Partners Asset Management Inc.)

Most Favored Lender Status. The Borrower and Guarantor acknowledge and agree that they will not enter into, amend or modify any document evidencing or governing Indebtedness of Borrower or Guarantor in anticipation of, or having effect during, the period from September 30, 2016 through February 28, 2017 (the “Negotiation Period”), to contain, (a) If one or more covenants not contained in this Amendment or one or more covenants that is more restrictive on the Company Borrower or Guarantor and/or any of its Subsidiaries than the Credit Agreement as amended by this Amendment, (ib) one or more Defaults or Events of Default that is not contained in the Credit Agreement as amended by this Amendment or is more restrictive than the Defaults and Events of Default in the date of Credit Agreement as amended by this Agreement Amendment, (c) with respect to any Indebtedness facilities with the Borrower as an Obligor, a party borrowing base advance rate on Marine Containers that is lower than 85% or useful life or residual value parameters for Marine Containers that are less favorable to a credit facility, loan agreement or other like financial instrument under which the Company may incur Unsecured Debt in excess of $25,000,000 (an “Existing Credit Facility”), Borrower or (iid) after the date of this Agreement enters into any a waiver, amendment or other modification of any Existing Credit Facility (Negotiation Period that is shorter or conditioned on additional matters than the amendment and Negotiation Period as defined in this Amendment, unless in each case the applicable Loan Party contemporaneously executes an “Amended Credit Facility”) or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant amendment to a credit agreement, note purchase agreement, convertible note indenture or debenture, or other like agreement after the date of this Agreement under which the Company may incur Unsecured Debt in excess of $25,000,000 (in any such case, a “New Credit Facility”), that in any such case has on the date of this Agreement, or after in form and substance reasonably satisfactory to the date of this Agreement results inAdministrative Agent and the Required Lenders, one or more to include each additional or more restrictive MFL Provisions (whether constituting a financial covenant covenant, Default or an event Event of default) imposed on the Company than those contained in this Agreement being contained in any Default and lower Borrowing Base advance rate, less favorable useful life and residual value herein and/or such Existing Credit Facility, Amended Credit Facility or New Credit Facility, as the case may be (such additional shorter or more restrictive MFL Provision Negotiation Period or event of defaultwaiver or amendment; provided, as the case may be, together with all definitions relating thereto, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(s)”), then that the terms of this Agreementthe Credit Agreement shall nonetheless, without any further action on the part of any Loan Party, the Company Administrative Agent or any of the holders of the NotesLender, will unconditionally be deemed on the effective date of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be amended automatically amended to include the Existing Facility Additional Provision(s) or such New Facility Additional Provision(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such each additional or more restrictive MFL Provision(s) so included herein shall be deemed to be an covenant, Default and Event of Default under Section 11(c) (after giving effect to any grace and lower Borrowing Base advance rate, less favorable useful life and residual value and such shorter or cure provisions under such Existing Facility Additional Provision(s) more restrictive Negotiation Period, waiver or such New Facility Additional Provision(s) or event of default), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.amendment. sf-3703943

Appears in 1 contract

Samples: Credit Agreement (Textainer Group Holdings LTD)

Most Favored Lender Status. (a) If the Company or any Subsidiary Guarantor (i) is as of the date of this Agreement a party to a credit facility, loan agreement the Bank Credit Agreement or other like financial instrument under which any of the Company may incur Unsecured Debt in excess of $25,000,000 note purchase agreements relating to the Existing Notes (an “Existing Credit Facility”), or (ii) after the date of this Agreement enters into any amendment or other modification of any Existing Credit Facility (an “Amended Credit Facility”) ), or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to a credit agreement, note purchase agreement, convertible note indenture or debenture, agreement or other like agreement after the date of this Agreement under which the Company may incur Unsecured Debt in excess of $25,000,000 (in any such case, a “New Credit Facility”) after the date of this Agreement under which the Company or any Subsidiary Guarantor may incur Debt in an amount equal to or greater than $50,000,000 (or the equivalent in the relevant currency), that in any such case has as on the date of this Agreement, or after the date of this Agreement Agreement, results in, in one or more additional or more restrictive MFL Provisions (whether constituting a financial covenant covenants or an event events of default) imposed on the Company default than those contained in this Agreement being contained in any such Existing Credit Facility, Amended Credit Facility or New Credit Facility, as the case may be (such additional or more restrictive MFL Provision covenant or event of default, as the case may be, together with all definitions relating thereto, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(s)” and such covenants and events of default shall be an Existing Facility Additional Provision(s) or New Facility Additional Provision(s) only to the extent not already included herein, or if already included herein, only to the extent more restrictive than the analogous covenants or events of default included herein), then the terms of this Agreement, without any further action on the part of the Company Company, any Subsidiary Guarantor or any of the holders of the Notes, will unconditionally be deemed on the effective date of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Facility Additional Provision(s) or such New Facility Additional Provision(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(scovenant(s) so included herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.

Appears in 1 contract

Samples: Note Purchase Agreement (Sensient Technologies Corp)

Most Favored Lender Status. (a) If the Company or any Subsidiary Guarantor (i) is as of the date of this Agreement a party to a credit facilitythe Bank Credit Agreement or any of the note purchase agreementagreements relating to the 2017 notes, loan agreement the 2011 Notes or other like financial instrument under which the Company may incur Unsecured Debt in excess of $25,000,000 2013Existing Notes (an “Existing Credit Facility”), or (ii) after the date of this Agreement enters into any amendment or other modification of any Existing Credit Facility (an “Amended Credit Facility”) ), or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to a credit agreement, note purchase agreement, convertible note indenture or debenture, agreement or other like agreement after the date of this Agreement under which the Company may incur Unsecured Debt in excess of $25,000,000 (in any such case, a “New Credit Facility”) after the date of this Agreement under which the Company or any Subsidiary Guarantor may incur Debt in an amount equal to or greater than $50,000,000 (or the equivalent in the relevant currency), that in any such case has as on the date of this Agreement, or after the date of this Agreement Agreement, results in, in one or more additional or more restrictive MFL Provisions (whether constituting a financial covenant covenants or an event events of default) imposed on the Company default than those contained in this Agreement being contained in any such Existing Credit Facility, Amended Credit Facility or New Credit Facility, as the case may be (such additional or more restrictive MFL Provision covenant or event of default, as the case may be, together with all definitions relating thereto, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(s)” and such covenants and events of default shall be an Existing Facility Additional Provision(s) or New Facility Additional Provision(s) only to the extent not already included herein, or if already included herein, only to the extent more restrictive than the analogous covenants or events of default included herein), then the terms of this Agreement, without any further action on the part of the Company Company, any Subsidiary Guarantor or any of the holders of the Notes, will unconditionally be deemed on the effective date of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Facility Additional Provision(s) or such New Facility Additional Provision(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(scovenant(s) so included herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.

Appears in 1 contract

Samples: Note Purchase Agreement (Sensient Technologies Corp)

Most Favored Lender Status. (a) If the Company or any Subsidiary Guarantor (i) is as of the date of this Agreement a party to a credit facilityfacilities, loan agreement agreements or other like financial instrument under which instruments, including, without limitation, the Company may incur Unsecured Debt in excess of $25,000,000 Bank Credit Agreement but excluding this Agreement (each an “Existing Credit Facility”), ) under which the Company or any Subsidiary Guarantor may incur Indebtedness in an aggregate amount equal to or greater than $25,000,000 (iior the equivalent in the relevant currency) after the date of this Agreement and enters into any amendment or other modification of any of such Existing Credit Facility Facilities (an “Amended Credit Facility”) or (iiiii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to facility (a credit agreement, note purchase agreement, convertible note indenture or debenture, or other like agreement “New Credit Facility”) after the date of this Agreement under which the Company may or any Subsidiary Guarantor may, together with the Existing Credit Facilities, incur Unsecured Debt Indebtedness in excess of an aggregate amount equal to or greater than $25,000,000 (or the equivalent in any such case, a “New Credit Facility”the relevant currency), that in any such case has on the date of this Agreement, or after the date of this Agreement results in, in one or more additional or more restrictive MFL Provisions provisions (whether constituting a negative or financial covenant covenant, a required prepayment or an event of default, though, for the avoidance of doubt, not including a “pricing term” or “applicable margin”) imposed on the Company than those contained in this Agreement being contained in any such Existing Credit Facility, Amended Credit Facility as of the date of this Agreement or than those in this Agreement in the case of a New Credit Facility, as the case may be be, whether constituting a negative or financial covenant, required prepayment or an event of default (such additional or more restrictive MFL Provision negative or financial covenant, required prepayment or event of default, as the case may be, together with all definitions relating thereto, and including, for the avoidance of doubt, any negative covenants in an Existing Credit Facility Artisan Partners Holdings LP Note Purchase Agreement as of the date of this Agreement made more restrictive by such amendment or other modification, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Amended Facility Additional Provision(sCovenant(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(sCovenant(s)”), then the terms of this Agreement, without any further action on the part of the Company Company, any Subsidiary Guarantor or any of the holders of the Notes, will unconditionally be deemed on the effective date of execution of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Amended Facility Additional Provision(sCovenant(s) or such New Facility Additional Provision(sCovenant(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(snegative or financial covenant(s) or required prepayment so included herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default11(d), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.

Appears in 1 contract

Samples: Note Purchase Agreement (Artisan Partners Asset Management Inc.)

Most Favored Lender Status. (a) If the Company or any Subsidiary Guarantor (i) is as of the date of this Agreement a party to a credit facilitythe Bank Credit Agreement, loan the note purchase agreement relating to the 2011 Notes, the 2013 Notes or other like financial instrument under which the Company may incur Unsecured Debt in excess of $25,000,000 2015 Notes (an “Existing Credit Facility”), or (ii) after the date of this Agreement enters into any amendment or other modification of any Existing Credit Facility (an “Amended Credit Facility”) ), or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to a credit agreement, note purchase agreement, convertible note indenture or debenture, agreement or other like agreement after the date of this Agreement under which the Company may incur Unsecured Debt in excess of $25,000,000 (in any such case, a “New Credit Facility”) after the date of this Agreement under which the Company or any Subsidiary Guarantor may incur Debt in an amount equal to or greater than $50,000,000 (or the equivalent in the relevant currency), that in any such case has as on the date of this Agreement, or after the date of this Agreement Agreement, results in, in one or more additional or more restrictive MFL Provisions (whether constituting a financial covenant covenants or an event events of default) imposed on the Company default than those contained in this Agreement being contained in any such Existing Credit Facility, Amended Credit Facility or New Credit Facility, as the case may be (such additional or more restrictive MFL Provision covenant or event of default, as the case may be, together with all definitions relating thereto, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(s)” and such covenants and events of default shall be an Existing Facility Additional Provision(s) or New Facility Additional Provision(s) only to the extent not already included herein, or if already included herein, only to the extent more restrictive than the analogous covenants or events of default included herein), then the terms of this Agreement, without any further action on the part of the Company Company, any Subsidiary Guarantor or any of the holders of the Notes, will unconditionally be deemed on the effective date of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Facility Additional Provision(s) or such New Facility Additional Provision(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(scovenant(s) so included herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.

Appears in 1 contract

Samples: Initial Swap Agreement Terms (Sensient Technologies Corp)

Most Favored Lender Status. (a) If after the First Amendment Effective Date the Company or any Subsidiary (i) is as of the date of this Agreement a party to a credit facility, loan agreement or other like financial instrument under which the Company may incur Unsecured Debt in excess of $25,000,000 (an “Existing Credit Facility”), or (ii) after the date of this Agreement enters into any amendment or other modification of any Existing Credit Facility Note Agreement (such amendment or modification, and the applicable Note Agreement as amended or modified thereby, an “Amended Credit Facility”) or (iiiii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to a credit agreement, note purchase agreement, convertible note indenture or debenture, agreement or other like agreement after the date of this Agreement under which the Company may incur Unsecured Debt in excess of $25,000,000 (in any such case, a “New Credit Facility”) under which the Company or any Subsidiary may incur Total Funded Debt in an amount equal to or greater than $50,000,000 (or the equivalent in the relevant currency), that in any such either case has on the date of this Agreement, or after the date of this Agreement results in, in one or more additional or more restrictive MFL Provisions (whether constituting a financial covenant or an event of default) imposed on the Company than those contained in this Agreement Agreement) financial covenants (or events of default which are the functional equivalent of financial covenants (“Financial Events of Default”)) being contained in any such Existing Credit Facility, Amended Credit Facility or New Credit Facility, as the case may be (such additional or more restrictive MFL Provision covenants or event Financial Events of defaultDefault, as the case may be, together with all definitions relating thereto, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(s)” and such financial covenants and Financial Events of Default shall be an Existing Facility Additional Provision(s) or New Facility Additional Provision(s) only to the extent not already included herein, or if already included herein, only to the extent more restrictive than the analogous covenants or events of default included herein), then than the terms of this Agreement, without any further action on the part of the Company Company, any Subsidiary, the Administrative Agent or any of the holders of the NotesLenders, will unconditionally be deemed on the effective date of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Facility Additional Provision(s) or such New Facility Additional Provision(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(sfinancial covenant(s) or Financial Events of Default so included herein shall be deemed to be an Event of Default under Section 11(c7.1(b) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of Administrative Agent and the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7Lenders.

Appears in 1 contract

Samples: Credit Agreement (Sensient Technologies Corp)

Most Favored Lender Status. (a) If after the Effective Date the Company or any Subsidiary (i) is as of the date of this Agreement a party to a credit facility, loan agreement or other like financial instrument under which the Company may incur Unsecured Debt in excess of $25,000,000 (an “Existing Credit Facility”), or (ii) after the date of this Agreement enters into any amendment or other modification of any Existing Credit Facility Note Agreement (such amendment or modification, and the applicable Note Agreement as amended or modified thereby, an “Amended Credit Facility”) or (iiiii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to a credit agreement, note purchase agreement, convertible note indenture or debenture, agreement or other like agreement after the date of this Agreement under which the Company may incur Unsecured Debt in excess of $25,000,000 (in any such case, a “New Credit Facility”) under which the Company or any Subsidiary may incur Total Funded Debt in an amount equal to or greater than $50,000,000 (or the equivalent in the relevant currency), that in any such either case has on the date of this Agreement, or after the date of this Agreement results in, in one or more additional or more restrictive MFL Provisions (whether constituting a financial covenant or an event of default) imposed on the Company than those contained in this Agreement Agreement) financial covenants (or events of default which are the functional equivalent of financial covenants (“Financial Events of Default”)) being contained in any such Existing Credit Facility, Amended Credit Facility or New Credit Facility, as the case may be (such additional or more restrictive MFL Provision covenants or event Financial Events of defaultDefault, as the case may be, together with all definitions relating thereto, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(s)” and such financial covenants and Financial Events of Default shall be an Existing Facility Additional Provision(s) or New Facility Additional Provision(s) only to the extent not already included herein, or if already included herein, only to the extent more restrictive than the analogous covenants or events of default included herein), then than the terms of this Agreement, without any further action on the part of the Company Company, any Subsidiary, the Administrative Agent or any of the holders of the NotesLenders, will unconditionally be deemed on the effective date of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Facility Additional Provision(s) or such New Facility Additional Provision(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(sfinancial covenant(s) or Financial Events of Default so included herein shall be deemed to be an Event of Default under Section 11(c7.1(b) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of Administrative Agent and the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7Lenders.

Appears in 1 contract

Samples: Credit Agreement (Sensient Technologies Corp)

Most Favored Lender Status. (a) If the Company or any Subsidiary Guarantor (i) is as of the date of this Agreement a party to a credit facilitythe Bank Credit Agreement or the note purchase agreement relating to the 2009 Notes, loan agreement the 2013 Notes or other like financial instrument under which the Company may incur Unsecured Debt in excess of $25,000,000 2015 Notes (an “Existing Credit Facility”), or (ii) after the date of this Agreement enters into any amendment or other modification of any Existing Credit Facility (an “Amended Credit Facility”) or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to a credit agreement, note purchase agreement, convertible note indenture or debenture, agreement or other like agreement after the date of this Agreement under which the Company may incur Unsecured Debt in excess of $25,000,000 (in any such case, a “New Credit Facility”) after the date of this Agreement under which the Company or any Subsidiary Guarantor may incur Debt in an amount equal to or greater than $50,000,000 (or the equivalent in the relevant currency), that in any such case has as on the date of this Agreement, or after the date of this Agreement Agreement, results in, in one or more additional or more restrictive MFL Provisions (whether constituting a financial covenant covenants or an event events of default) imposed on the Company default than those contained in this Agreement being contained in any such Existing Credit Facility, Amended Credit Facility or New Credit Facility, as the case may be (such additional or more restrictive MFL Provision covenant or event of default, as the case may be, together with all definitions relating thereto, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(s)” and such covenants and events of default shall be an Existing Facility Additional Provision(s) or New Facility Additional Provision(s) only to the extent not already included herein, or if already included herein, only to the extent more restrictive than the analogous covenants or events of default included herein), then the terms of this Agreement, without any further action on the part of the Company Company, any Subsidiary Guarantor or any of the holders of the Notes, will unconditionally be deemed on the effective date of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Facility Additional Provision(s) or such New Facility Additional Provision(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(scovenant(s) so included herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.. Sensient Technologies Corporation First Amendment

Appears in 1 contract

Samples: Note Purchase Agreement (Sensient Technologies Corp)

AutoNDA by SimpleDocs

Most Favored Lender Status. (a) If the Company Borrower suffers to exist any terms or conditions (i) is other than any gross leverage test applicable under the 2018 Note Purchase Agreement, the 2011 Note Purchase Agreement or the 2015 Note Purchase Agreement, in each case as in effect as of the date of this Agreement a party to a credit facility, loan agreement or other like financial instrument under which the Company may incur Unsecured Debt in excess of $25,000,000 (an “Existing Credit Facility”Closing Date), or (ii) after the date of this Agreement enters into any amendment or other modification modification, of any the Existing Credit Facility Agreement, the Note Purchase Agreements, the Senior Notes or any notes, indenture or other agreements evidencing Indebtedness incurred pursuant to clause (an b) of Section 6.14.11, pursuant to Section 6.14.12 or pursuant to clause (b) of Section 6.14.16 (collectively, Amended Credit FacilityOther Specified Indebtedness”) or that (iiii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to a credit agreement, note purchase agreement, convertible note indenture or debenture, or other like agreement after the date of this Agreement under which the Company may incur Unsecured Debt results in excess of $25,000,000 (in any such case, a “New Credit Facility”), that in any such case has on the date of this Agreement, or after the date of this Agreement results in, one or more additional or more restrictive MFL Provisions (whether constituting a financial covenant or an event of default) imposed on the Company Financial Covenants than those contained in this Agreement being contained in any such Existing Credit Facility, Amended Credit Facility or New Credit Facility, as the case may be (such additional or more restrictive MFL Provision or event of default, as the case may be, together with all definitions relating thereto, ii) solely in the case of an Existing Credit FacilityOther Specified Indebtedness permitted under Section 6.14.16, including as amended by an Amended Credit Facilityresults in any term, condition or provision (including, for the “Existing Facility Additional Provision(s)” and avoidance of doubt, any covenant, representation, default, security, guaranty or mandatory prepayment) that is not included in this Agreement or the case of a New Credit Facilityother Loan Documents or otherwise differs from the similar or equivalent term, condition or provision set forth in this Agreement or the “New Facility Additional Provision(s)”)other Loan Documents in any material respect, then then, in each case, the terms of this AgreementAgreement or such other applicable Loan Document, without any further action on the part of the Company Borrower, the Administrative Agent or any of the holders of the NotesLenders, will unconditionally be deemed on the effective date of such Amended Credit Facility or New Credit Facility, as the case may be, Closing Date or the date hereof in the case of an Existing Credit Facility execution of any such amendment or other modification, as applicable, to be automatically amended to include the Existing Facility Additional Provision(s) each such additional or such New Facility Additional Provision(s)more restrictive Financial Covenant or other term, as the case may becondition or provision, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicabletogether with all definitions relating thereto, and any event of default in respect of any such additional or more restrictive MFL Provision(scovenant(s) so included herein shall be deemed to be an Event of a Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default)7.3, subject to all applicable terms and provisions of this Agreement, including, without limitation, all grace periods, all limitations in application, scope or duration, and all rights and remedies exercisable by the holders of Administrative Agent and the Notes Lenders hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for . For purposes of this Section 10.76.28, “Financial Covenant” means any covenant (or other provision having similar effect) the subject matter of which pertains to measurement of the Borrower’s financial condition or financial performance, including a measurement of the Borrower’s leverage, ability to cover expenses, earnings, net income, fixed charges, interest expense, net worth or other component of the Borrower’s consolidated financial position or results of operations (however expressed and whether stated as a ratio, a fixed threshold, as an event of default or otherwise).

Appears in 1 contract

Samples: Loan Agreement (Patterson Companies, Inc.)

Most Favored Lender Status. (a) If the Company or any Subsidiary Guarantor (i) is as of the date of this Agreement a party to a credit facilitythe Bank Credit Agreement or any of the note purchase agreementagreements relating to the 2017 Notes, loan agreement the 2011 Notes, or other like financial instrument under which the Company may incur Unsecured Debt in excess of $25,000,000 2015Existing Notes (an “Existing Credit Facility”), or (ii) after the date of this Agreement enters into any amendment or other modification of any Existing Credit Facility (an “Amended Credit Facility”) or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to a credit agreement, note purchase agreement, convertible note indenture or debenture, agreement or other like agreement after the date of this Agreement under which the Company may incur Unsecured Debt in excess of $25,000,000 (in any such case, a “New Credit Facility”) after the date of this Agreement under which the Company or any Subsidiary Guarantor may incur Debt in an amount equal to or greater than $50,000,000 (or the equivalent in the relevant currency), that in any such case has as on the date of this Agreement, or after the date of this Agreement Agreement, results in, in one or more additional or more restrictive MFL Provisions (whether constituting a financial covenant covenants or an event events of default) imposed on the Company default than those contained in this Agreement being contained in any such Existing Credit Facility, Amended Credit Facility or New Credit Facility, as the case may be (such additional or more restrictive MFL Provision covenant or event of default, as the case may be, together with all definitions relating thereto, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(s)” and such covenants and events of default shall be an Existing Facility Additional Provision(s) or New Facility Additional Provision(s) only to the extent not already included herein, or if already included herein, only to the extent more restrictive than the analogous covenants or events of default included herein), then the terms of this Agreement, without any further action on the part of the Company Company, any Subsidiary Guarantor or any of the holders of the Notes, will unconditionally be deemed on the effective date of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Facility Additional Provision(s) or such New Facility Additional Provision(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(scovenant(s) so included herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.

Appears in 1 contract

Samples: Note Purchase Agreement (Sensient Technologies Corp)

Most Favored Lender Status. (a) If the Company (i) is as of the date of this Agreement a party to a credit facilityAgreement, loan agreement or other like financial instrument under which the Company may incur Unsecured Debt in excess of $25,000,000 (an “Existing Primary Credit Facility”), or (ii) after the date of this Agreement Agreement, the General Partner, the Company or any Subsidiary Guarantor enters into any amendment or other modification of any Existing Credit Facility (an “Amended the Primary Credit Facility”) , or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to a credit agreement, note purchase agreement, convertible note indenture or debenture, or other like agreement after the date of this Agreement under which Agreement, the General Partner, the Company may incur Unsecured Debt in excess of $25,000,000 (in or any such case, a “New Subsidiary Guarantor enters into any new Primary Credit Facility”), Facility that in any such case has on the date of this Agreement, or after the date of this Agreement results in, one or more additional or more restrictive MFL Provisions (whether constituting a financial covenant or an event of default) imposed on the Company than those contained in this Agreement being contained in any such Existing Credit Facility, Amended Primary Credit Facility or New Credit Facility, as the case may be (such additional or more restrictive MFL Provision or event of default, as the case may beProvision, together with all definitions relating thereto, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Facility Additional Provision(s)” and in the case of a New Primary Credit Facility, the “New Facility Additional Provision(s)”), then the terms of this Agreement, without any further action on the part of the Company General Partner, the Company, any Subsidiary Guarantor or any of the holders of the Notes, will unconditionally be deemed on the effective date of such Amended Primary Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility Additional Provision(s) to be automatically amended to include the Existing Facility Additional Provision(s) or such New Primary Credit Facility Additional Provision(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(s) so included XXXXXX REALTY, L.P. NOTE PURCHASE AGREEMENT herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Primary Credit Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.

Appears in 1 contract

Samples: Note Purchase Agreement (Kilroy Realty, L.P.)

Most Favored Lender Status. (a) If the Company (i) is as of the date of this Agreement a party to a credit facility, loan agreement or other like financial instrument under which the Company may incur Unsecured Debt in excess of $25,000,000 (an “Existing Credit Facility”), or (ii) after the date of this Agreement enters into any amendment or other modification of any Existing Credit Facility (an “Amended Credit Facility”) or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to a credit agreement, note purchase agreement, convertible note indenture or debenture, or other like agreement after the date of this Agreement under which the Company may incur Unsecured Debt in excess of $25,000,000 (in any such case, a “New Credit Facility”), that in any such case has on the date of this Agreement, or after the date of this Agreement results in, one or more additional or more restrictive MFL Provisions (whether constituting a financial covenant or an event of default) imposed on the Company than those contained in this Agreement being contained in any such Existing Credit Facility, Amended Credit Facility or New Credit Facility, as the case may be (such additional or more restrictive MFL Provision or event of default, as the case may be, together with all definitions relating thereto, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(s)”), then the terms of this Agreement, without any further action on the part of the Company or any of the holders of the Notes, will unconditionally be deemed on the effective date of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Facility Additional Provision(s) or such New Facility Additional Provision(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(s) so included herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.. WhiteHorse Finance, Inc. Note Purchase Agreement

Appears in 1 contract

Samples: WhiteHorse Finance, Inc.

Most Favored Lender Status. (a) If the Company or any Subsidiary Guarantor (i) is as of the date of this Agreement a party to a credit facility, loan agreement or other like financial instrument under which the Company may incur Unsecured Debt in excess of $25,000,000 (an “Existing Credit Facility”) under which the Company or any Subsidiary Guarantor may incur Unsecured Debt in an aggregate amount equal to or greater than $100,000,000 (or the equivalent in the relevant currency), or (ii) after the date of this Agreement enters into any amendment or other modification of any Existing Credit Facility (an “Amended Credit Facility”) or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to a credit agreement, note purchase agreement, convertible note indenture or debenture, agreement or other like agreement after the date of this Agreement under which the Company may incur Unsecured Debt in excess of $25,000,000 (in any such case, a “New Credit Facility”) after the date of this Agreement under which the Company or any Subsidiary Guarantor may incur Unsecured Debt in an amount equal to or greater than $100,000,000 (or the equivalent in the relevant currency), that in any such case has on the date of this Agreement, or after the date of this Agreement results in, one or more additional or more restrictive MFL Provisions (whether constituting a financial covenant or an event of default) imposed on the Company than those contained in this Agreement being contained in any such Existing Credit Facility, Amended Credit Facility or New Credit Facility, as the case may be (such additional or more restrictive MFL Provision or event of default, as the case may be, together with all definitions relating thereto, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(s)”), then the terms of this Agreement, without any further action on the part of the Company Company, any Subsidiary Guarantor or any of the holders of the Notes, will unconditionally be deemed on the effective date of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Facility Additional Provision(s) or such New Facility Additional Provision(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(s) so included herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.

Appears in 1 contract

Samples: Guaranty Agreement (STORE CAPITAL Corp)

Most Favored Lender Status. (a) If the Company or any Subsidiary Guarantor (i) is as of the date of this Agreement a party to a credit facilitythe Bank Credit Agreement, loan agreement or other like financial instrument under which any of the Company may incur Unsecured Debt in excess of $25,000,000 note purchase agreementagreements relating to the 2011 Notes, the 2013 Notes or the 2015Existing Notes (an “Existing Credit Facility”), or (ii) after the date of this Agreement enters into any amendment or other modification of any Existing Credit Facility (an “Amended Credit Facility”) ), or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to a credit agreement, note purchase agreement, convertible note indenture or debenture, agreement or other like agreement after the date of this Agreement under which the Company may incur Unsecured Debt in excess of $25,000,000 (in any such case, a “New Credit Facility”) after the date of this Agreement under which the Company or any Subsidiary Guarantor may incur Debt in an amount equal to or greater than $50,000,000 (or the equivalent in the relevant currency), that in any such case has as on the date of this Agreement, or after the date of this Agreement Agreement, results in, in one or more additional or more restrictive MFL Provisions (whether constituting a financial covenant covenants or an event events of default) imposed on the Company default than those contained in this Agreement being contained in any such Existing Credit Facility, Amended Credit Facility or New Credit Facility, as the case may be (such additional or more restrictive MFL Provision covenant or event of default, as the case may be, together with all definitions relating thereto, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(s)” and such covenants and events of default shall be an Existing Facility Additional Provision(s) or New Facility Additional Provision(s) only to the extent not already included herein, or if already included herein, only to the extent more restrictive than the analogous covenants or events of default included herein), then the terms of this Agreement, without any further action on the part of the Company Company, any Subsidiary Guarantor or any of the holders of the Notes, will unconditionally be deemed on the effective date of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Facility Additional Provision(s) or such New Facility Additional Provision(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(scovenant(s) so included herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.

Appears in 1 contract

Samples: Note Purchase Agreement (Sensient Technologies Corp)

Most Favored Lender Status. (a) If the Company or any Subsidiary Guarantor (i) is as of the date of this Agreement a party to a credit facilitythe Bank Credit Agreement or the note purchase agreement relating to the 2011 Notes, loan agreement the 2013 Notes or other like financial instrument under which the Company may incur Unsecured Debt in excess of $25,000,000 2015 Notes (an “Existing Credit Facility”), or (ii) after the date of this Agreement enters into any amendment or other modification of any Existing Credit Facility (an “Amended Credit Facility”) or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to a credit agreement, note purchase agreement, convertible note indenture or debenture, agreement or other like agreement after the date of this Agreement under which the Company may incur Unsecured Debt in excess of $25,000,000 (in any such case, a “New Credit Facility”) after the date of this Agreement under which the Company or any Subsidiary Guarantor may incur Debt in an amount equal to or greater than $50,000,000 (or the equivalent in the relevant currency), that in any such case has as on the date of this Agreement, or after the date of this Agreement Agreement, results in, in one or more additional or more restrictive MFL Provisions (whether constituting a financial covenant covenants or an event events of default) imposed on the Company default than those contained in this Agreement being contained in any such Existing Credit Facility, Amended Credit Facility or New Credit Facility, as the case may be (such additional or more restrictive MFL Provision covenant or event of default, as the case may be, together with all definitions relating thereto, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(s)” and such covenants and events of default shall be an Existing Facility Additional Provision(s) or New Facility Additional Provision(s) only to the extent not already included herein, or if already included herein, only to the extent more restrictive than the analogous covenants or events of default included herein), then the terms of this Agreement, without any further action on the part of the Company Company, any Subsidiary Guarantor or any of the holders of the Notes, will unconditionally be deemed on the effective date of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Facility Additional Provision(s) or such New Facility Additional Provision(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(scovenant(s) so included herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.. Sensient Technologies Corporation First Amendment

Appears in 1 contract

Samples: Note Purchase Agreement (Sensient Technologies Corp)

Most Favored Lender Status. (a) If the Company or any Subsidiary Guarantor (i) is as of the date of this Agreement a party to a credit facilitythe Bank Credit Agreement or the note purchase agreement relating to the 2009 Notes, loan agreement the 2011 Notes, or other like financial instrument under which the Company may incur Unsecured Debt in excess of $25,000,000 2015 Notes (an “Existing Credit Facility”), or (ii) after the date of this Agreement enters into any amendment or other modification of any Existing Credit Facility (an “Amended Credit Facility”) or (iii) enters into any new credit facility, whether with commercial banks or other Institutional Investors pursuant to a credit agreement, note purchase agreement, convertible note indenture or debenture, agreement or other like agreement after the date of this Agreement under which the Company may incur Unsecured Debt in excess of $25,000,000 (in any such case, a “New Credit Facility”) after the date of this Agreement under which the Company or any Subsidiary Guarantor may incur Debt in an amount equal to or greater than $50,000,000 (or the equivalent in the relevant currency), that in any such case has as on the date of this Agreement, or after the date of this Agreement Agreement, results in, in one or more additional or more restrictive MFL Provisions (whether constituting a financial covenant covenants or an event events of default) imposed on the Company default than those contained in this Agreement being contained in any such Existing Credit Facility, Amended Credit Facility or New Credit Facility, as the case may be (such additional or more restrictive MFL Provision covenant or event of default, as the case may be, together with all definitions relating thereto, in the case of an Existing Credit Facility, including as amended by an Amended Credit Facility, the “Existing Facility Additional Provision(s)” and in the case of a New Credit Facility, the “New Facility Additional Provision(s)” and such covenants and events of default shall be an Existing Facility Additional Provision(s) or New Facility Additional Provision(s) only to the extent not already included herein, or if already included herein, only to the extent more restrictive than the analogous covenants or events of default included herein), then the terms of this Agreement, without any further action on the part of the Company Company, any Subsidiary Guarantor or any of the holders of the Notes, will unconditionally be deemed on the effective date of such Amended Credit Facility or New Credit Facility, as the case may be, or the date hereof in the case of an Existing Credit Facility to be automatically amended to include the Existing Facility Additional Provision(s) or such New Facility Additional Provision(s), as the case may be, and imposed on the same party hereunder that is subject to such provision under the Existing Credit Facility, the Amended Credit Facility, or the New Credit Facility, as applicable, and any event of default in respect of any such additional or more restrictive MFL Provision(scovenant(s) so included herein shall be deemed to be an Event of Default under Section 11(c) (after giving effect to any grace or cure provisions under such Existing Facility Additional Provision(s) or such New Facility Additional Provision(s) or event of default), subject to all applicable terms and provisions of this Agreement, including, without limitation, all rights and remedies exercisable by the holders of the Notes hereunder; provided that, for the avoidance of doubt, any conversion feature in any New Credit Facility pursuant to which the principal amount of, or any premium and/or accrued but unpaid interest on, any debt security convertible by its terms into capital stock of the Company shall not be deemed to be a New Facility Additional Provision for purposes of this Section 10.7.. Sensient Technologies Corporation First Amendment

Appears in 1 contract

Samples: Note Purchase Agreement (Sensient Technologies Corp)

Time is Money Join Law Insider Premium to draft better contracts faster.