Bidco Loan Notes definition

Bidco Loan Notes means the loan notes issued at any time on or before the date hereof pursuant to and in accordance with the provisions of the Bidco Loan Note Instrument;
Sample 1
Bidco Loan Notes means the loan notes constituted by an instrument executed by Bidco on the date of this Agreement constituting fixed rate unsecured loan notes 2026 up to an aggregate value of £2,091,506.00 and issued to the Holders in the amounts set opposite the Holders' names in column C of Schedule 1 Business Day means any day on which banks are open for business in London (excluding Saturdays, Sundays and public holidays) Condition has the meaning given in recital (A) 10-38571744-6\366291-1 9 Completion means completion of the sale and purchase of the Bidco Loan Notes following any exercise of the Holders' Put Option or the Holder's Call Option in accordance with the terms of this Agreement Effective Date means the date on which the Condition is satisfied Encumbrance means any interest or equity of any person (including any right to acquire, option or right of pre-emption) or any mortgage, charge, pledge, lien, assignment, hypothecation, security interest, title retention or other security agreement or arrangement Exercise Notice means any of the notices substantially in the form as set out in Schedule 2 or Schedule 3 as applicable Holder's Call Exercise Notice means a notice substantially in the form as set out in Schedule 2 Holder's Call Option means an option granted by a Holder to Midco under clause 2.1 Holders' Options means either or both the Holder's Call Option and/or the Holders' Put Option (as the context may require) Holders' Option Price means the consideration payable on completion of the sale and purchase of the relevant Bidco Loan Notes following the exercise of a Holders' Option as set out in clause 2.3 Holders' Put Exercise Notice means a notice substantially in the form as set out in Schedule 3 Holders' Put Option means an option granted to a Holder by Midco under clause 2.2 ITEPA means the Income Tax (Earnings and Xxxxxxxx) Xxx 0000 Longstop Date means 30 October 2020 Midco Loan Notes means the loan notes constituted by an instrument in the agreed form executed or to be executed by Midco on the date of this Agreement, in the amounts set opposite the Holders' names in column D of Schedule 1 Midco's Solicitors means Xxxxxxxxx Xxxxxxx LLP MSQ means MSQ Partners Ltd
Sample 1
Bidco Loan Notes in respect of a Rollover Shareholder, the loan notes in the capital of Bidco set out against that Rollover Shareholder’s name in column 3 of schedule 1;
Sample 1

Examples of Bidco Loan Notes in a sentence

  • Each Party shall pay its own costs and expenses in relation to the negotiation, preparation, execution and implementation by it of this agreement, of each document referred to in it and the sale and purchase of the Bidco Loan Notes.

  • Where a Joint Offeror is required to sell the Bidco Loan Notes, it shall do so with full title guarantee, free from all Encumbrances and together with all rights attaching to them to the intent that, from Completion, all rights and advantages accruing to those Bidco Loan Notes shall belong to Midco.

  • Each Joint Offeror hereby waives any pre-emption rights they may have (whether pursuant to the articles of association of Midco or otherwise) in connection with the transfer of the Bidco Loan Notes pursuant to the exercise and completion of either Option.

  • Each Rollover Shareholder hereby waives any pre-emption rights they may have (whether pursuant to the articles of association of Midco or otherwise) in connection with the transfer of the Bidco Loan Notes pursuant to the exercise and completion of either Option.

  • Notes having been issued to the relevant Rollover Shareholder and registered in such Rollover Shareholder’s name in the relevant register of noteholders of the Bidco Loan Notes (the “Condition”).

  • Midco shall pay all of the costs of and incidental to this Agreement and the transfer of the Bidco Loan Notes pursuant to this Agreement.

  • Notes having been issued to the relevant Joint Offerors and registered in such Joint Offeror’s name in the relevant register of noteholders of the Bidco Loan Notes (the “Condition”).

  • Where a Rollover Shareholder is required to sell the Bidco Loan Notes, it shall do so with full title guarantee, free from all Encumbrances and together with all rights attaching to them to the intent that, from Completion, all rights and advantages accruing to those Bidco Loan Notes shall belong to Midco.

  • Option shall oblige the relevant Holder to sell and Midco to purchase the Bidco Loan Notes to which it relates.

  • Option shall create a binding obligation on Midco to buy, and on the relevant Joint Offeror to sell, the Bidco Loan Notes set out against such Joint Offeror’s name in column 3 of schedule 1.


More Definitions of Bidco Loan Notes

Bidco Loan Notes in respect of a Rollover Shareholder, the loan notes in the capital of Bidco set out against that Rollover Shareholder’s name in column 3 of schedule 1; Bidco CG1 Loan Notes: CG1 Loan Notes of £1.00 each in the capital of Bidco; Bidco D Loan Notes: D Loan Notes of £1.00 each in the capital of the Bidco; Business Day: (other than in clause 10) any day other than a Saturday, Sunday or any other day which is a public holiday in England;
Sample 1
Bidco Loan Notes means, collectively, the Loan Notes to be issued by ---------------- Bidco as constituted by the Bidco Loan Note Instrument and payable to certain shareholders of the Target; provided, however, that the aggregate outstanding -------- ------- principal amount of such Bidco Loan Notes shall not at any time exceed the Bidco Loan Notes Credit Support Commitment (as such amount is reduced as a result of principal payments thereto).
Sample 1

Related to Bidco Loan Notes

  • Term Loan Notes means the promissory notes of the Borrower (if any) in favor of any of the Term Loan Lenders evidencing the portion of the Term Loan provided by any such Term Loan Lender pursuant to Section 2.2(a), individually or collectively, as appropriate, as such promissory notes may be amended, modified, extended, restated, replaced, or supplemented from time to time.

  • Loan Notes means the promissory notes of the Borrower in favor of each Lender evidencing the Loans made to the Borrower and substantially in the form of Exhibit 2.6(a), as such promissory notes may be amended, modified, supplemented or replaced from time to time.

  • Revolving Loan Notes means the promissory notes of the Borrower provided pursuant to Section 2.1(e) in favor of any of the Revolving Lenders evidencing the Revolving Loan provided by any such Revolving Lender pursuant to Section 2.1(a), individually or collectively, as appropriate, as such promissory notes may be amended, modified, extended, restated, replaced, or supplemented from time to time.

  • Term Loan Note means a promissory note in the form of Exhibit B, as it may be amended, supplemented or otherwise modified from time to time.

  • Revolving Loan Note means a promissory note in the form of Exhibit B-2, as it may be amended, supplemented or otherwise modified from time to time.

  • Swing Loan Note means the Swing Loan Note of the Borrower in the form of Exhibit 1.1(N)(2) evidencing the Swing Loans, together with all amendments, extensions, renewals, replacements, refinancings or refundings thereof in whole or in part.

  • Revolving Notes means the promissory notes of the Borrower in favor of each of the Lenders evidencing the Revolving Loans provided pursuant to Section 2.1(e), individually or collectively, as appropriate, as such promissory notes may be amended, modified, supplemented, extended, renewed or replaced from time to time.

  • Swingline Loan Note a promissory note in the form of Exhibit H-2, as it may be amended, supplemented or otherwise modified from time to time.

  • Loan Note means any loan note issued in accordance with the arrangements for any loan note alternative in the Scheme or, as the case may be, the Offer.

  • Revolving Credit Notes means the separate Revolving Credit Notes made by the Borrower payable to the order of each Lender, substantially in the form of Exhibit A hereto, evidencing the Credit Facility, and any amendments and modifications thereto, any substitutes therefor, and any replacements, restatements, renewals or extension thereof, in whole or in part; "Note" means any of such Revolving Credit Notes.

  • Term Loan Facility means the Term Loan Commitments and the provisions herein related to the Term Loans.

  • Revolving Loan Facility means the credit facility or portion thereof established by Lender in favor of Borrower for the purpose of providing working capital in the form of loans and/or Letters of Credit to finance the manufacture, production or purchase and subsequent export sale of Items pursuant to Loan Documents under which Credit Accommodations may be made and repaid on a continuous basis based solely on credit availability on the Export-Related Borrowing Base during the term of such credit facility

  • Term Loan A has the meaning set forth in Section 2.2(a).

  • Term Loan B has the meaning set forth in Section 2.2(b).

  • Term Loan Advances are each defined in Section 2.1.1(a).

  • New Term Loan Facility means the facility providing for the Borrowing of New Term Loans.

  • Term Loan Credit Agreement shall have the meaning set forth in the recitals hereto.

  • New Revolving Loan Lender shall have the meaning provided in Section 2.14(b).

  • Term Loan Lender means a Lender with a Term Loan Commitment or an outstanding Term Loan.

  • Term Loan Lenders means the financial institutions from time to time parties hereto as lenders of the Term Loan.

  • Term Loan Borrowing means a borrowing consisting of Term Loans made on the same day by the Term Loan Lenders ratably according to their respective Term Loan Commitments.

  • Swingline Note shall have the meaning provided in Section 1.05(a).

  • Term Loan Facilities means the Term Loan A Facility and the Term Loan B Facility.

  • Term Loan Agent means “Term Loan Agent” as defined in the Intercreditor Agreement.

  • Term Loan Obligations means the “Obligations” as defined in the Term Loan Credit Agreement.

  • First Lien Loans means the loans made under the First Lien Credit Agreement.