Indefeasibly definition

Indefeasibly means, with respect to the repayment of Borrower’s monetary Obligations, receipt by Administrative Agent of immediately available funds equal to the total monetary Obligations then outstanding, without prejudice to any right that Administrative Agent or any Lender may at any time have to seek to reassert or reinstate any Lien following the defeasance, disgorgement or forfeiture of any amount received by Administrative Agent or any Lender in respect of the Obligations.
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Indefeasibly means the ninety-first day following the final payment to Lenders and Agent) in full and the Revolving Loan Commitments shall have been terminated. Notwithstanding the foregoing, to the extent of a refinancing in full of all of the Revolving Loans and Acquisition Loans, the Term Loan may be refinanced or repaid contemporaneously with such refinancing.
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Indefeasibly shall be deemed to mean the ninety-first (91st) day following the last payment to the Lenders and Agent in respect of Full Payment, subject, however, to the disgorgement obligations of the Purchasers under Sections 3 and 5(b) hereof. The Purchasers' interests in the liens on and security interests in the collateral securing the Term Loan from time to time (including, without limitation, any guaranties by any third parties and any property in any Seller's, Lender's or Agent's possession or control or in any deposit held or other indebtedness owing by any Seller which may be or become collateral or otherwise be available for payment to any Seller of the Loans or by reason of the right of set-off, counterclaim or otherwise) (collectively, the "COLLATERAL") shall be subject and subordinate to the Sellers' and Agent's liens on and security interests in or other rights in the Collateral and otherwise subject to the terms and conditions of this Agreement.
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Examples of Indefeasibly in a sentence

  • Lender shall have the rights contained in this Section 9 at all times until the Indebtedness has been Indefeasibly Paid.

  • The provisions of this Section 12 shall survive any termination of this Agreement and remain in full force and effect for a period of 91 days after the Senior Debt has been Indefeasibly Paid and the Commitments have been terminated.

  • The Junior Creditors agree that no payment or distribution to the Senior Creditors pursuant to the provisions of this Agreement shall entitle any Junior Creditor to exercise any rights of subrogation in respect thereof until the Senior Indebtedness shall have been Indefeasibly Paid in full.

  • Until all Senior Debt shall have been Indefeasibly Paid and the Commitments terminated, without the consent of the Agent and the holders of all of the Senior Debt, no holder of any Junior Debt shall, directly or indirectly, agree to subordinate such Junior Debt to any indebtedness, obligations or liabilities other than the Senior Debt.

  • In the event that a Change of Control shall occur, Holdings shall notify each Holdings Term Loan Lender thereof and, if requested by Requisite Class Lenders having Holdings Term Loan Exposure, Holdings shall prepay the Holdings Obligations in full in cash upon the closing of such Change of Control provided that all Senior Obligations (other than contingent obligations) shall have been Indefeasibly Paid and the Senior Commitments cancelled.

  • To the extent HCN pays any of the HRT Debt, upon such obligation being Indefeasibly Satisfied, HCN shall be subrogated to the fullest extent allowable at law or equity to the claims under the Loan Documents formerly held by HRT with respect to such obligations and may enforce such claims against Emeritus to the fullest extent allowed.

  • Until such time as all Landlord Obligations are Indefeasibly Satisfied, HRT will not ask, demand, s▇▇ for, pursue, take, accept or receive from Emeritus any of the Landlord Collateral, or pursue or prosecute any right or remedy which HRT may have against any property included in the Landlord Collateral or as a secured party or otherwise under the ML Leasehold Mortgage.

  • Administrative Agent may resign at any time (and, after all Senior Obligations (other than contingent obligations) shall have been Indefeasibly Paid and all Senior Commitments cancelled, shall resign) by giving thirty (30) days' prior written notice thereof to Lenders and Company, and Administrative Agent may be removed at any time with or without cause by an instrument or concurrent instruments in writing delivered to Company and Administrative Agent and signed by Requisite Lenders.

  • Until the SVB Debt has been Indefeasibly Paid and satisfied in full, any sums or assets obtained by NEIPF and Investment Manager through the exercise of any such remedy shall be paid over to SVB for application to the payment of the SVB Debt, except for sums or assets received in respect to the Collateral other than the SVB Senior Collateral.

  • Until the Indebtedness has been Indefeasibly Paid and fully satisfied (other than contingent indemnification obligations to the extent no unsatisfied claim has been asserted) and the Credit Facility have been terminated, Lender shall be entitled to retain the security interests in the Collateral granted under this Agreement and the ability to exercise all rights and remedies available to Lender under the Loan Documents and applicable laws.


More Definitions of Indefeasibly

Indefeasibly means, with respect to any payment, that 91 days ------------ have elapsed since the receipt of such payment without the institution of any case with respect to the payor under any Bankruptcy Law.
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Related to Indefeasibly

  • Paid in Full or “Payment in Full” means the indefeasible payment in full in cash of all of the Guaranteed Obligations.

  • Discharge of Credit Agreement Obligations means, with respect to any Shared Collateral, the Discharge of the Credit Agreement Obligations with respect to such Shared Collateral; provided that the Discharge of Credit Agreement Obligations shall not be deemed to have occurred in connection with a Refinancing of such Credit Agreement Obligations with an Additional Senior Debt Facility secured by such Shared Collateral under one or more Additional Senior Debt Documents which has been designated in writing by the Administrative Agent (under the Credit Agreement so Refinanced) to the Designated Senior Representative as the “Credit Agreement” for purposes of this Agreement.

  • Unasserted Obligations means, at any time, Obligations for taxes, costs, indemnifications, reimbursements, damages and other liabilities (except for (i) the principal of and interest on, and fees relating to, any Indebtedness and (ii) contingent reimbursement obligations in respect of amounts that may be drawn under Letters of Credit) in respect of which no claim or demand for payment has been made (or, in the case of Obligations for indemnification, no notice for indemnification has been issued by the Indemnitee) at such time.

  • Refunded Obligations means, collectively, the Refunded Notes, if any, and the Refunded Bonds, if any, refunded by each Series.

  • Borrower Credit Agreement Obligations the collective reference to the unpaid principal of and interest on the Loans and Reimbursement Obligations and all other obligations and liabilities of the Borrower (including, without limitation, interest accruing at the then applicable rate provided in the Credit Agreement after the maturity of the Loans and Reimbursement Obligations and interest accruing at the then applicable rate provided in the Credit Agreement after the filing of any petition in bankruptcy, or the commencement of any insolvency, reorganization or like proceeding, relating to the Borrower, whether or not a claim for post-filing or post-petition interest is allowed in such proceeding) to the Administrative Agent or any Lender, whether direct or indirect, absolute or contingent, due or to become due, or now existing or hereafter incurred, which may arise under, out of, or in connection with, the Credit Agreement, this Agreement, or the other Loan Documents, or any Letter of Credit, or any other document made, delivered or given in connection therewith, in each case whether on account of principal, interest, reimbursement obligations, fees, indemnities, costs, expenses or otherwise (including, without limitation, all fees and disbursements of counsel to the Administrative Agent or to the Lenders that are required to be paid by the Borrower pursuant to the terms of any of the foregoing agreements).