Intercompany Note Assets definition

Intercompany Note Assets means any and all of the following assets and properties owned by Novamerican Steel, whether owned on the Issue Date or thereafter acquired: (i)(a) Canadian ABL Assets; (b) Equipment (including fixtures); (c) Documents; (d) General Intangibles (including Intellectual Property); (e) Instruments; (f) Investment Property; (g) Letter of Credit Rights; (h) Commercial Tort Claims; (i) books and records related to foregoing; and (j) Proceeds (including insurance Proceeds) and products of any and all of the foregoing and collateral and security guarantees given by any Person with respect to any of the foregoing; (ii)(a) shares of Capital Stock and the certificates representing such Capital Stock (excluding any Capital Stock issued by any Subsidiary of Novamerican Steel that is a Non-Wholly Owned Subsidiary (and any Capital Stock issued by any Special Purpose Holdco with respect to any such Non-Wholly Owned Subsidiary) to the extent the organizational documents of such Non-Wholly Owned Subsidiary or related joint venture or similar agreements would prohibit a pledge of such Capital Stock without the consent of the equityholders thereof (other than Symmetry and its Subsidiaries)); (b) debt securities and the promissory note and other instruments evidencing all such debt securities; (c) payments of principal or interest, dividends, cash, instruments and other property from time to time received, receivable or otherwise distributed in respect of, in exchange for or upon the conversion of, and all other Proceeds received in respect of, the securities referred to in clauses (ii)(a) and (ii)(b) above; and (d) all Proceeds of any of the foregoing; and (iii)(a) each parcel of real property and improvements thereto that has a book or fair market value in excess of $1,000,000 and all Proceeds thereof. Capitalized terms used in this definition but not defined in this Indenture have the meanings assigned to such terms in the Collateral Agreement.
Sample 1
Intercompany Note Assets means any and all of the following assets and properties owned by Novamerican Steel, whether owned on the Issue Date or thereafter acquired: (i)(a) Canadian ABL Assets; (b) Equipment (including fixtures); (c) Documents; (d) General Intangibles (including Intellectual Property); (e) Instruments; (f) Investment Property; (g)
Sample 1

Examples of Intercompany Note Assets in a sentence

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  • The Intercompany Obligations in respect of each Intercompany Note shall be secured by the Intercompany Note Assets, subject to Permitted Liens and the limitations described below.

Related to Intercompany Note Assets

  • Intercompany Notes means, with respect to each Pledgor, all intercompany notes described in Schedule 11 to the Perfection Certificate and intercompany notes hereafter acquired by such Pledgor and all certificates, instruments or agreements evidencing such intercompany notes, and all assignments, amendments, restatements, supplements, extensions, renewals, replacements or modifications thereof to the extent permitted pursuant to the terms hereof.

  • Intercompany Note means a promissory note substantially in the form of Exhibit I.

  • Subordinated Intercompany Note means the Intercompany Subordinated Note, dated as of the Agreement Date, by and among Holdings, the Borrower and each Restricted Subsidiary of Holdings from time to time party thereto.

  • Intercompany Indebtedness means Indebtedness of Company or any of its Subsidiaries which is owing to Company or any of its Subsidiaries.

  • Global Intercompany Note means the global intercompany note substantially in the form of Exhibit G hereto.

  • Intercompany Loan Agreement has the meaning set forth in the Purchase and Sale Agreement.

  • Permitted Intercompany Investments means Investments made by (a) a Loan Party to or in another Loan Party and (b) a Subsidiary that is not a Loan Party to or in another Subsidiary that is not a Loan Party.

  • Subordinated Intercompany Debt shall have the meaning assigned to such term in Section 6.01(e).

  • Intercompany Interests means an Interest in a Debtor held by another Debtor and, for the avoidance of doubt, excludes the Existing Equity Interests.

  • Intercompany Receivables means all account, note or loan payables and all advances (cash or otherwise) or any other extensions of credit that are receivable by the Acquired Companies, on the one hand, from Seller or any of its Affiliates (other than the Acquired Companies), on the other hand.

  • Intercompany Loan shall have the meaning provided in Section 8.05(g).

  • Intercompany Obligations as defined in the Guarantee and Collateral Agreement.

  • Intercompany Loans shall have the meaning provided in Section 10.05(h).

  • Intercompany Interest means an Interest in a Debtor held by another Debtor.

  • Company Notes means the 5.500% Senior Notes of the Company due 2027 issued under the Indenture.

  • Intercompany Debt has the meaning specified in Section 7.02.

  • Intercompany Subordination Agreement means a subordination agreement executed and delivered by Borrowers and Agent, the form and substance of which is satisfactory to Agent.

  • Second Lien Note Documents means the Second Lien Note Indenture, the Second Lien Notes, the Second Lien Security Documents and each other document, instrument or agreement relating to the issuance of the Second Lien Notes, as the same may be amended, restated, supplemented, waived and/or otherwise modified from time to time in accordance with the terms thereof, of this Agreement and of the Prepetition Intercreditor Agreement.

  • Second Lien Notes Documents means the Second Lien Notes Indenture, the Second Lien Notes and all other agreements, instruments and other documents pursuant to which the Second Lien Notes have been or will be issued or otherwise setting forth the terms of the Second Lien Notes.

  • Seller Notes means the series of unsecured, subordinated promissory notes in the initial aggregate principal amount of $100 million issued to Globetrotter Co-Investment B LP and to the selling equity holders of Lakeland Holdings, LLC (including the intragroup back-to-back notes issued by certain Debtors to other Debtors related thereto) and the guarantees provided by Lakeland Seller Finance, LLC in respect thereof, in connection with that certain Sale and Merger Agreement dated as of November 8, 2017, by and among WS Holdings Acquisition, Inc., as Purchaser, WS Holdings, Inc. as Blocker Corp., Lakeland Holdings, LLC as the Company, Lakeland Merger Sub II, LLC as Merger Sub, Globetrotter Co-Investment B LP as Blocker Seller and, solely in its capacity as Representative in accordance with the terms of the Sale and Merger Agreement, Metalmark Management II LLC.

  • Promissory Notes Security", "Record", "Security Account", "Software", and "Supporting Obligations".

  • Transaction Security Documents means each of the documents listed as being a Transaction Security Document in paragraph 2(e) of Part I of Schedule 2 (Conditions Precedent) of the 2009 Financing Agreement and any document required to be delivered to the Administrative Agent under paragraph 3(d) of Part II of Schedule 2 (Conditions Precedent) of the 2009 Financing Agreement together with any other document entered into by any Obligor creating or expressed to create any Security over all or any part of its assets in respect of the obligations of any of the Obligors under any of the Finance Documents (and any other Debt Documents).

  • Pledged Equity Interests means all Pledged Stock, Pledged LLC Interests, Pledged Partnership Interests and Pledged Trust Interests.

  • Acquisition Debt means any Indebtedness incurred by the Borrower or any of its Subsidiaries for the purpose of financing, in whole or in part, a Material Acquisition and any related transactions or series of related transactions (including for the purpose of refinancing or replacing all or a portion of any pre-existing Indebtedness of the Borrower, any of its Subsidiaries or the person(s) or assets to be acquired); provided that (a) the release of the proceeds of such Indebtedness to the Borrower and/or its Subsidiaries is contingent upon the consummation of such Material Acquisition and, pending such release, such proceeds are held in escrow (and, if the definitive agreement (or, in the case of a tender offer or similar transaction, the definitive offer document) for such acquisition is terminated prior to the consummation of such Material Acquisition or if such Material Acquisition is otherwise not consummated by the date specified in the definitive documentation relating to such Indebtedness, such proceeds shall be promptly applied to satisfy and discharge all obligations of the Borrower and/or its Subsidiaries in respect of such Indebtedness) or (b) such Indebtedness contains a “special mandatory redemption” provision (or other similar provision) or otherwise permits such Indebtedness to be redeemed or prepaid if such Material Acquisition is not consummated by the date specified in the definitive documentation relating to such Indebtedness (and if the definitive agreement (or, in the case of a tender offer or similar transaction, the definitive offer document) for such Material Acquisition is terminated in accordance with its terms prior to the consummation of such Material Acquisition or such Material Acquisition is otherwise not consummated by the date specified in the definitive documentation relating to such Indebtedness, such Indebtedness is so redeemed or prepaid within 90 days of such termination or such specified date, as the case may be).

  • Subordinated Note Documents means the Subordinated Notes, the Subordinated Note Purchase Agreement, the “Fee Letter” under and as defined in the Subordinated Note Purchase Agreement and any other Note Document (as defined in the Subordinated Note Purchase Agreement).

  • First Lien Security Documents means, collectively, (i) the Credit Agreement Collateral Documents and (ii) the Additional First-Lien Security Documents.