Initial Closing Date Transactions definition

Initial Closing Date Transactions the initial incurrence of the Loans and other Obligations hereunder and under the other Loan Documents.
Initial Closing Date Transactions means, collectively, (a) the satisfaction and termination of the DIP ABL Credit Agreement and DIP Term Loan Credit Agreement and the Liens created in connection therewith (including the Cash Collateralization or backstopping of letters of credit thereunder), (b) the execution, delivery and performance of, the Existing Credit Agreement and the other Loan Documents, (c) the consummation of the other transactions contemplated by the Chapter 11 Plan (except to the extent such transactions are waived in accordance with the terms of the Chapter 11 Plan) and the Confirmation Order and (d) all other related transactions including the payment of fees and expenses in connection therewith, it being understood that as of the Amendment No. 2 Effective Date, the only Initial Closing Date Transaction is the $14,000,000 reverse earnout payment to be made to account parties in connection with the sale of the Borrower’s DI/PI business.
Initial Closing Date Transactions means (a) the execution, delivery and performance by the Corporation of the Financing Agreements to be entered into on the Initial Closing Date and the purchase of the Initial Preferred Stock hereunder and the use of the proceeds thereof, (b) the entry into of the New Credit Agreement and the other Credit Documents to be entered into on the Initial Closing Date and the funding of the Initial Term Loans, Revolving Loans (to the extent permitted by the Debt Commitment Letter), and issuance of Letters of Credit thereunder, (c) the Initial Closing Date Refinancing and (d) the payment of all fees, costs and expenses incurred or payable by the Corporation or any of its Subsidiaries in connection with the foregoing (this clause (d), the “Initial Closing Date Transaction Costs”).

Examples of Initial Closing Date Transactions in a sentence

  • No action, proceeding, investigation, regulation or legislation shall have been instituted, threatened or proposed before any Governmental Authority to enjoin, restrain or prohibit, or to obtain damages in respect of, or which is related to or arises out of, this Agreement or the consummation of the Initial Closing Date Transactions.

  • Except as shown on Schedule 8.1.13 hereto, there are no claims for brokerage commissions, finder’s fees or investment banking fees in connection with the transactions contemplated by this Agreement or any other Initial Closing Date Transactions.

  • After giving effect to the Initial Closing Date Transactions, the Corporation and its Subsidiaries shall have no indebtedness or preferred equity outstanding other than (i) indebtedness under the New Credit Agreement and other indebtedness acceptable to the Investors and (ii) the Initial Preferred Stock.

  • Each Investor shall have received a solvency certificate in the form attached to the Preferred Stock Commitment Letter (appropriately completed), from the chief financial officer of Holdings (or other authorized financial officer thereof reasonably acceptable to the Investors), dated the Initial Closing Date, certifying that upon giving effect to the Initial Closing Date Transactions, Holdings and its Restricted Subsidiaries, on a consolidated basis, are Solvent.


More Definitions of Initial Closing Date Transactions

Initial Closing Date Transactions means the Contribution Transactions and the Existing Property Mergers.
Initial Closing Date Transactions means each of the Securities Transfers contemplated by Section 2.1(a) (subject to Section 2.1(b)) and any other transactions expressly contemplated by this Agreement to be consummated on or as of the Initial Closing Date.

Related to Initial Closing Date Transactions

  • Closing Date Transactions means, collectively (a) the funding of the Loans on the Closing Date and the execution and delivery of Loan Documents to be entered into on the Closing Date, (b) the Debt Proceeds Transfer, and (c) the payment of Closing Date Transaction Expenses.

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

  • Additional Closing Date has the meaning set forth in Section 3.

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.

  • Second Closing Date means the date of the Second Closing.

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Third Closing Date has the meaning set forth in Section 2.2(c).

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

  • Subsequent Closing shall have the meaning ascribed to such term in Section 2.4.

  • Acquisition Closing Date means the date on which the Acquisition is consummated.

  • Original Closing Date means the "Closing Date" as defined in the Existing Credit Agreement.

  • Additional Closing has the meaning set forth in Section 2.3.

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.

  • Scheduled Closing Date Has the meaning specified in the Note Purchase Agreement.

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

  • Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • IPO Closing Date means the closing date of the IPO.

  • Applicable Closing Date Has the meaning specified in Section 5.01(b) of this Trust Supplement.

  • Offer Closing Date has the meaning set forth in Section 1.01(f).

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

  • Series Closing Date means the date designated as such in the Series Term Sheet.

  • Closing Date Term Loans means the Term Loans made by the Term Lenders on the Closing Date to the Borrower pursuant to Section 2.01(1).

  • First Closing has the meaning set forth in Section 2.1(a).