Permitted Initial Revolving Borrowing means (a) one or more Borrowings of Revolving Credit Loans (i) to finance the Acquisition and related transactions and pay the Transaction Expenses, in an aggregate amount for this clause (i) of up to the sum of (A) $100,000,000 plus (B) the amount of overseas cash being repatriated by BKW in connection with the Transactions but which is not available as of the Closing Date notified in writing to the Administrative Agent by a Responsible Officer of the Parent Borrower, plus (ii) to finance any amount of original issue discount or upfront fees imposed pursuant to the “market flex” provisions of the Fee Letter or in connection with the issuance of the Senior Secured Notes on or prior to the Closing Date plus (iii) for working capital and other general corporate purposes and (b) the issuance of Letters of Credit in replacement of, or as a backstop for, letters of credit of the Parent Borrower or its Restricted Subsidiaries outstanding on the Closing Date.
Permitted Initial Revolving Borrowing means one or more Borrowings of Revolving Loans that may be used on the Closing Date directly or indirectly to (i) cash collateralize letters of credit of the Borrower or its Restricted Subsidiaries outstanding on the Closing Date, (ii) finance any amount of original issue discount or upfront fees imposed pursuant to the “flex” provisions of the Fee Letter, (iii) fund working capital needs of the Borrower and its Restricted Subsidiaries and (iv) finance Transaction Costs and other general corporate purposes, in the case of this clause (iv), in an amount up to $10,000,000.
Permitted Initial Revolving Borrowing means (a) one or more Borrowings of Revolving Credit Loans to finance the Acquisition and related transactions and to pay the Transaction Expenses, in an aggregate amount for this clause (a) of up to $5.0 million, and (b) the issuance of Letters of Credit in replacement of, or as a backstop for, letters of credit of the Company or its Restricted Subsidiaries outstanding on the Closing Date.
Examples of Permitted Initial Revolving Borrowing in a sentence
The proceeds of the Revolving Loans and the Swingline Loans are to be used solely (a) with respect to the Initial Revolving Borrowing, to finance, in part, the Transactions and the redemption after the Closing Date of the 2008 Notes (to the extent permitted in accordance with the definition of the term “Permitted Initial Revolving Borrowing Purposes”) and for the other Permitted Initial Revolving Borrowing Purposes and (b) with respect to all other borrowings thereof, for general corporate purposes.
The Initial Revolving Borrowing may be used for any Permitted Initial Revolving Borrowing Purposes.
More Definitions of Permitted Initial Revolving Borrowing
Permitted Initial Revolving Borrowing means (a) one or more Borrowings of Revolving Loans (i) to finance any amount of original issue discount or upfront fees imposed pursuant to the “market flex” provisions of the Fee Letter, (ii) for Closing Date working capital and (iii) in an amount not to exceed $10,000,000 and (b) the issuance of Letters of Credit in replacement of, or as a backstop for, letters of credit of the Borrower or its Restricted Subsidiaries outstanding on the Closing Date or for other general corporate purposes.
Permitted Initial Revolving Borrowing means (a) one or more Borrowings of Revolving Credit Loans to finance the Acquisitions and related transactions and to pay the Transaction Expenses, in an aggregate amount for this clause (a) of up to $5,000,000 plus up to an additional $7,500,000 solely to pay for interest expense in respect of the Senior Unsecured Notes to the extent such interest expense was funded into a segregated escrow account in accordance with the Senior Unsecured Notes Indenture and (b) the issuance of Letters of Credit in replacement of, or as a backstop for, letters of credit of the Borrower or its Restricted Subsidiaries outstanding on the Closing Date.
Permitted Initial Revolving Borrowing means (a) one or more Borrowings of Revolving Credit Loans (i) in an aggregate amount of this clause (i) of up to $20,000,000 to pay any Transaction Expenses and for working capital and general corporate purposes (including without limitation, for Permitted Acquisitions and capital expenditures, but not, for the avoidance of doubt, to fund the Closing Distribution) and (ii) to finance any amount of original issue discount or upfront fees imposed pursuant to the “market flex” provisions of the Fee Letter, and (b) the issuance of Letters of Credit in replacement of, or as a backstop for, letters of credit of the Borrower or the Restricted Subsidiaries outstanding on the Closing Date.
Permitted Initial Revolving Borrowing. “Initial Term Commitment” means, as to any Lender, its obligation to make an Initial Term Loan to the Borrower on the Closing Date pursuant to Section 2.01 in an aggregate principal amount not to exceed the amount set forth opposite such Xxxxxx’s name on Schedule 2.01(A) under the caption “Initial Term Commitment” or in the Assignment and Assumption pursuant to which such Lender becomes a party hereto, as applicable. The initial aggregate amount of the Initial Term Commitments is $575.0 million. “Initial Term Lender” means, at any time, any Lender that has an Initial Term Commitment or an Initial Term Loan at such time. “Initial Term Loan” means (i) a Loan made pursuant to Section 2.01(a)(i). Initial Term Loans made pursuant to Section 2.01(a) on the Closing Date shall be deemed to constitute one Class of Loans for all purposes hereunder. “Intellectual Property” means all U.S. and non-U.S. (a) patents and patent applications, (b) trademarks, service marks, trade names, trade dress, and other source identifiers, designs and domain names, (c) copyrights, (d) design rights, inventions, original works of authorship, trade secrets, confidential information, know-how and all other intellectual property rights and interests, whether registered or unregistered and (e) all registrations and applications for registration therefor. “Intercompany License Agreement” means any cost sharing agreement, commission or royalty agreement, license or sublicense agreement, distribution agreement, services agreement, IP Rights assignment or transfer agreement, any related agreements or similar agreements, in each case where all parties to such agreement are one or more of Holdings, the Borrower or a Restricted Subsidiary. “Interest Coverage Ratio” means the ratio of (a) LTM EBITDA as of such date to (b) Consolidated Cash Interest Expense as of such date. “Interest Payment Date” means (a) as to any Loan other than a Base RateSOFR Loan, the last day of each Interest Period applicable to such Loan and the Maturity Date of the Facility under which such Loan was made; provided, that if any Interest Period for a Eurocurrency RateSOFR Loan exceeds three months, the respective dates that fall every three months after the beginning of such Interest Period shall also be Interest Payment Dates; and (b) as to any Daily SOFR Loan, each date that is on the numerically corresponding day in each calendar month that is one month (or, at the Borrower’s -54- #96501157v12
Permitted Initial Revolving Borrowing means (a) one or more Borrowings of Revolving Credit Loans (i) in an aggregate amount of this clause (i) of up to $20,000,000 to pay any Transaction Expenses and for working capital and general corporate purposes (including without limitation, for Permitted Acquisitions and capital expenditures, but not, for the avoidance of doubt, to fund the Closing Distribution) and (ii) to finance any amount of original issue discount or upfront fees imposed pursuant to the “market flex” provisions of the Fee Letter, and (b) the issuance of Letters of Credit in replacement of, or as a backstop for, letters of credit of the Borrower or the Restricted Subsidiaries outstanding on the Closing Date. “Permitted Intercompany Activities” means any transactions between or among the Borrower and the Restricted Subsidiaries that are entered into in the ordinary course of business or consistent with past practice of the Borrower and the Restricted Subsidiaries and, in the reasonable determination of the Borrower are necessary or advisable in connection with the ownership or operation of the business of the Borrower and the Restricted Subsidiaries, including (i) payroll, cash management, purchasing, insurance and hedging arrangements; (ii) management, technology and licensing arrangements; and (iii) customary loyalty and rewards programs. “Permitted Investments” means (in each case, by the Borrower or any of the Restricted Subsidiaries): (a) Investments in (i) a Restricted Subsidiary (including the Capital Stock of, or guarantees of obligations of, a Restricted Subsidiary) or the Borrower or (ii) a Person (including the Capital Stock of any such Person) that will, upon the making of such Investment, become a Restricted Subsidiary; provided that the aggregate amount of Investments pursuant to this clause (a) in Persons that are not Loan Parties shall not exceed the greater of $107.0 million and 50% of LTM EBITDA (b) Investments in another Person if such Person is engaged, directly or through entities that will be Restricted Subsidiaries, in any Similar Business and as a result of such Investment such other Person, in one transaction or a series of transactions, is merged, amalgamated, consolidated or otherwise combined with or into, or transfers or conveys all or substantially all its assets (or such division, business unit, product line or business) to, or is liquidated into, the Borrower or a Restricted Subsidiary, and any Investment held by such Person; provided that such Investm...
Permitted Initial Revolving Borrowing means (a) one or more Borrowings of Revolving Loans in an aggregate amount not to exceed (i) $200,000,000 plus (ii) such amount as may be required for working capital related purposes and for any working capital or purchase price adjustment under the Merger Agreement plus (iii) such amounts as may be necessary to cash collateralize letters of credit issued for the account of the Company or any of its Subsidiaries or their respective businesses and outstanding on the Closing Date to the extent not backstopped with a Letter of Credit plus (iv) such amounts as may be necessary to fund any original issue discount, upfront fees or similar amounts in respect of the Facilities as agreed with the Lead Arrangers in the Commitment Letter and (b) the issuance of Letters of Credit in replacement of, or as a backstop for, letters of credit of Company or any of its Subsidiaries outstanding on the Closing Date (including by grandfathering any existing letters of credit issued and outstanding under the Existing Credit Agreement as Letters of Credit under the Revolving Facility) or for other general corporate purposes.
Permitted Initial Revolving Borrowing means (a) one or more Borrowings of Revolving Loans (i) to finance the Closing Date Acquisition and related transactions and pay the Transaction Costs, plus (ii) to finance any amount of original issue discount or upfront fees imposed pursuant to the “market flex” provisions of the Fee Letter or in connection with the issuance of the Senior Notes on or prior to the Closing Date, plus (iii) for working capital and other general corporate purposes; provided that the aggregate amount for clauses (a)(i) and (a)(iii) shall not exceed $25,000,000; and (b) the issuance of Letters of Credit in replacement of, or as a backstop for, letters of credit of the Borrower or its Restricted Subsidiaries outstanding on the Closing Date.