Incremental Term Loan Facility Notice definition

Incremental Term Loan Facility Notice has the meaning specified in Section 2.04(c)(ii).
Incremental Term Loan Facility Notice. Date”) specifying (1) the Incremental Term Loan Facility, (2) the proposed date (the “Incremental Term Loan Facility Date”) on which the Incremental Term Loan Facility would become effective (which Incremental Term Loan Facility Date may not be fewer than thirty (30) nor more than sixty (60) days after the Incremental Term Loan Facility Notice Date) and (3) the New Lenders, if any, to whom LiventArcadium desires to offer the opportunity to commit to all or a portion of the Incremental Term Loan Facility. The Administrative Agent shall in turn promptly notify each Lender of Livent’sArcadium’s request by sending each Lender a copy of such notice.
Incremental Term Loan Facility Notice has the meaning specified in Section 2.04(c)(ii). “Incremental Term Loan Facility Notice Date” has the meaning specified in Section 2.04(c)(ii). “Indebtedness” of any Person means, as of any date of determination, without duplication, (a) indebtedness of such Person for borrowed money; (b) all obligations of such Person evidenced by notes, bonds (other than surety and performance bonds, which are covered in clause (c) below), debentures or similar instruments or that bear interest; (c) all reimbursement and other obligations with respect to letters of credit, bankers’ acceptances, surety bonds and performance bonds, whether or not matured; (d) all indebtedness for the deferred purchase price of property or services, other than trade payables incurred in the ordinary course of business that are not overdue; (e) all indebtedness of such Person created or arising under any conditional sale or other title retention agreement with respect to property acquired by such Person (even though the rights and remedies of the seller or lender under such agreement in the event of default are limited to repossession or sale of such property); (f) all Capital Lease Obligations of such Person and the present value of future rental payments under all synthetic leases; (g) all Guarantees of such Person; (h) all obligations of such Person to purchase, redeem, retire, defease or otherwise acquire for value any Stock or Stock Equivalents of such Person, valued, in the case of redeemable preferred stock, at the greater of its voluntary liquidation preference and its involuntary liquidation preference plus accrued and unpaid dividends; 23 -

Examples of Incremental Term Loan Facility Notice in a sentence

  • Each Lender may, if, in its sole discretion, it elects to do so, irrevocably offer to commit to all or a portion of such remainder (such Lender’s “Proposed Existing Lender Incremental Term Loan Commitment”), by notifying the Administrative Agent (which shall give prompt notice thereof to Livent) no later than 11:00 A.M. on the date five (5) days before the Incremental Term Loan Facility Notice Date.


More Definitions of Incremental Term Loan Facility Notice

Incremental Term Loan Facility Notice each notice delivered by the Borrower to the Administrative Agent pursuant to Section 2.23 requesting an Incremental Term Loan Facility. “Incremental Term Loans”: as defined in Section 2.23(a).
Incremental Term Loan Facility Notice the date of delivery thereof to the Administrative Agent being the “Incremental Term Loan Facility Notice Date”) specifying (1) the Incremental Term Loan Facility, (2) the proposed date (the “Incremental Term Loan Facility Date”) on which the Incremental Term Loan Facility would become effective (which Incremental Term Loan Facility Date may not be 48 -
Incremental Term Loan Facility Notice. Date”) specifying (1) the Incremental Term Loan Facility, (2) the proposed date (the “Incremental Term Loan Facility Date”) on which the Incremental Term Loan Facility would become effective (which Incremental Term Loan Facility Date may not be 48 -
Incremental Term Loan Facility Notice. Date”) specifying (1) the Incremental Term Loan Facility, (2) the proposed date (the “Incremental Term Loan Facility Date”) on which the Incremental Term Loan Facility would become effective (which Incremental Term Loan Facility Date may not be fewer than thirty (30) nor more than sixty (60) days after the Incremental Term Loan Facility Notice Date) and (3) the New Lenders, if any, to whom Livent desires to offer the opportunity to commit to all or a portion of the Incremental Term Loan Facility. The Administrative Agent shall in turn promptly notify each Lender of Livent’s request by sending each Lender a copy of such notice. (iii) Not later than the date that is five (5) days after the Incremental Term Loan Facility Notice Date, the Administrative Agent shall notify each New Lender, if any, 50 WEIL:\98721861\10\35899.0596 identified in the related Incremental Term Loan Facility Notice of the opportunity to commit to all or any portion of the Incremental Term Loan Facility. Each such New Lender may irrevocably commit to all or a portion of the Incremental Term Loan Facility (such New Lender’s “Proposed New Lender Incremental Term Loan Commitment”) by notifying the Administrative Agent (which shall give prompt notice thereof to Livent) before 11:00 A.M. on the date that is ten (10) days after the Incremental Term Loan Facility Notice Date; provided, that: (A) the Proposed New Lender Incremental Term Loan Commitment of each New Lender shall be in an aggregate amount not less than $10 million; and (B) each New Lender that submits a Proposed New Lender Incremental Term Loan Commitment shall execute and deliver to the Administrative Agent (for its acceptance and recording in the Register) a New Commitment Acceptance in accordance with the provisions of Section 9.07 hereof. (iv) If the aggregate Proposed New Lender Incremental Term Loan Commitments of all of the New Lenders shall be less than the Incremental Term Loan Facility, then (unless Livent otherwise requests) the Administrative Agent shall, on or prior to the date that is fifteen (15) days after the Incremental Term Loan Notice Date, notify each Lender of the opportunity to so commit to all or any portion of the Incremental Term Loan Facility not committed to by New Lenders pursuant to Section 2.04(c)(iii). Each Lender may, if, in its sole discretion, it elects to do so, irrevocably offer to commit to all or a portion of such remainder (such Lender’s “Proposed Existing Lender Incremental Term Loan Commi...

Related to Incremental Term Loan Facility Notice

  • Incremental Term Loan Facility has the meaning set forth in Section 2.16(a).

  • Incremental Term Loan Commitment means the commitment of any Lender, established pursuant to the Credit Agreement, to make available certain term loans to one or more Borrowers.

  • Incremental Term Loan Amount means, at any time, the excess, if any, of (a) $25,000,000 over (b) the sum of (i) the aggregate increase in the Revolving Credit Commitments established at or prior to such time pursuant to Section 2.24 and (ii) the aggregate amount of all Incremental Term Loan Commitments established prior to such time pursuant to Section 2.25.

  • Incremental Term Loan Commitments has the meaning set forth in Section 2.24.

  • Incremental Term Facility has the meaning assigned to such term in Section 2.22(a).

  • Incremental Term Loan has the meaning set forth in Section 2.14(b).

  • Incremental Term Loan Lender shall have the meaning provided in Section 2.15(b).

  • Additional Term Loan Commitment means any term commitment added pursuant to Sections 2.22, 2.23 and/or 9.02(c)(i).

  • Initial Term Loan Commitment means, in the case of each Lender that is a Lender on the Closing Date, the amount set forth opposite such Lender’s name on Schedule 1.1(a) as such Lender’s Initial Term Loan Commitment. The aggregate amount of the Initial Term Loan Commitments as of the Closing Date is $795,000,000.

  • Incremental Term A Loans has the meaning specified in Section 2.14(a).

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

  • Incremental Term Commitment means, with respect to any Lender, the commitment, if any, of such Lender, established pursuant an Incremental Facility Agreement and Section 2.21, to make Incremental Term Loans of any Series hereunder, expressed as an amount representing the maximum principal amount of the Incremental Term Loans of such Series to be made by such Lender.

  • Incremental Term Loans has the meaning specified in Section 2.14(a).

  • Incremental Term Loan Note means a promissory note made by the Borrower in favor of an Incremental Term Lender evidencing the Incremental Term Loans made by such Incremental Term Lender, and any amendments, supplements and modifications thereto, any substitutes therefor, and any replacements, restatements, renewals or extension thereof, in whole or in part.

  • Incremental Term Loan Amendment has the meaning assigned to such term in Section 2.20.

  • Total Term Loan Commitment means the sum of the amounts of the Lenders’ Term Loan Commitments.

  • Incremental Term Commitments has the meaning set forth in Section 2.14(a).

  • Incremental Term Loan Maturity Date means the final maturity date of any Incremental Term Loan, as set forth in the applicable Incremental Term Loan Assumption Agreement.

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

  • Incremental Term Note means a promissory note made by the Borrower in favor of an Incremental Term Lender evidencing Incremental Term Loans made by such Lender, substantially in the form of Exhibit B-2.

  • Incremental Term Loan Repayment Dates means the dates scheduled for the repayment of principal of any Incremental Term Loan, as set forth in the applicable Incremental Term Loan Assumption Agreement.

  • Incremental Term Lenders (a) on any Increased Facility Activation Date relating to Incremental Term Loans, the Lenders signatory to the relevant Increased Facility Activation Notice and (b) thereafter, each Lender that is a holder of an Incremental Term Loan.

  • Incremental Term Loan Borrowing Date means, with respect to each Class of Incremental Term Loans, each date on which Incremental Term Loans of such Class are incurred pursuant to Section 2.01(b) and as otherwise specified in any amendment providing for Incremental Term Loans in accordance with Section 2.22.

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

  • Extended Term Loan Repayment Amount shall have the meaning provided in Section 2.5(c).

  • Term Loan Commitment Amount means, with respect to each Lender, the sum of such Lender’s Term Loan Tranche 1 Commitment Amount and Term Loan Tranche 2 Commitment Amount.