Debt Assumption definition

Debt Assumption has the meaning set forth in Section 2.01(c)(ii).

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Debt Assumption means the assumption by BellRing Brands of this Agreement and the Loans hereunder pursuant to Section 11.06(a)(i) and the Borrower Assignment and Assumption, subject to the satisfaction of the conditions precedent set forth in Section 4.02 hereof.

Debt Assumption means GF’s assumption of the Target Debt that KEH owes as of the Effective Date as consideration for the acquisition of the New Shares. From the time this agreement is entered into, KEH shall not be liable for such Target Debt.

Examples of Debt Assumption in a sentence

• EGSL and the Assumption Party have entered into the Debt Assumption Agreement, dated as of December 31, 2007 (as amended or supplemented from time to time, the "Debt Assumption Agreement"), pursuant to which, among other things, the Assumption Party agreed to assume certain obligations of EGSL on the Outstanding Debt and agreed to execute and deliver to EGSL and the Trustee this Instrument of Assumption as evidence of the assumption of certain of such obligations.

• Icon shall be automatically released from its obligations under the Guaranty upon the occurrence of the Icon Debt Assumption in accordance with Section 9.21.

• Further, if the Existing Debt Assumption and Release occurs at Closing pursuant to Section 4.4, Seller shall be credited for and Purchaser shall be charged for all amounts held in reserves, impounds and other accounts maintained in connection with the Existing Debt as of the Cut Off Time, to the extent assigned to Purchaser.

• After giving effect to (i) the Loans to be made on the -------- Initial Funding Date or such other date as Loans requested hereunder are made and the consummation of the Debt Assumption, (ii) the other transactions contemplated by this Agreement and the other Transaction Documents, including consummation of the Spin-Off Transactions, and (iii) the payment and accrual of all transaction costs with respect to the foregoing, Energizer is, and Energizer and its Subsidiaries taken as a whole are, Solvent.

• Purchaser acknowledges and agrees that Purchaser is solely responsible for the preparation of the Existing Debt Assumption Application (including the Existing Debt Assumption Notice), the collection of all materials, documents, certificates, financial statements, signatures, and other items required to be submitted in connection with the Existing Debt Assumption Application.

More Definitions of Debt Assumption

Debt Assumption means (i) the Assumption and (ii) the assignment by Leiner Group to LHP of, and the assumption by LHP of, the rights and obligations of Leiner Group in respect of the Credit Facility (and any guarantee thereof by LHP).

Debt Assumption has the meaning set forth in Section 12(c).

Debt Assumption means the assumption by 8th Avenue of this Agreement and the Loans hereunder pursuant to Section 11.06(a)(i) and the Borrower Assignment and Assumption, subject to the satisfaction of the conditions precedent set forth in Section 4.02 hereof.

Debt Assumption has the meaning set forth in Section 2.01(f)(ii). “Debt Fund Affiliate” means any bona fide debt fund or an investment vehicle that is engaged in the making, purchasing, holding or otherwise investing in commercial loans, bonds and similar extensions of credit in the ordinary course of business and with respect to which the Sponsor and investment vehicles managed or advised by the Sponsor that are not engaged primarily in making, purchasing, holding or otherwise investing in commercial loans, bonds and similar extensions of credit in the ordinary course, have fiduciary duties to the third-party investors in such fund or investment vehicle independent of their duties to the Borrowers or the Sponsor and do not make investment decisions for such entity, but shall in any event exclude the Borrowers and any of their respective Subsidiaries. “Debtor Relief Laws” means the Bankruptcy Code of the United States and all other liquidation, conservatorship, bankruptcy, assignment for the benefit of creditors, moratorium, rearrangement, receivership, insolvency, reorganization or similar debtor relief Laws of the United States or other applicable jurisdictions from time to time in effect and affecting the rights of creditors generally. “Default” means any event that is, or with the passage of time or the giving of notice or both, in each case, as set forth under Section 8.01, without cure or waiver, would be an Event of Default. “Default Rate” means an interest rate equal to (a) the Base Rate plus (b) the Applicable Rate, if any, applicable to Base Rate Loans plus (c) 2.00% per annum; provided that with respect to a Eurocurrency Rate Loan, the Default Rate shall be an interest rate equal to the interest rate (including any Applicable Rate) otherwise applicable to such Loan plus 2.00% per annum, in each case, to the fullest extent permitted by applicable Laws. “Default Right” has the meaning specified in Section 10.22(b). -23

Debt Assumption has the meaning set forth in the recitals.

Debt Assumption means the assumption of the Obligations hereunder by the Subsidiary Borrower pursuant to the Assumption and Release. “Debt Rating” means, as of any date of determination, the rating as determined by S&P and Moody’s (collectively, the “D ebt Ratings”) of ADI’s

Debt Assumption is defined in Section 2.2(d).