Seller Notes means any promissory note or notes issued by the Borrower or a Restricted Subsidiary of the Borrower in respect of any acquisition permitted hereunder as consideration in connection with such acquisition, but that is not in the nature of an earn-out obligation or similar deferred or contingent obligation.
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.
Seller Notes means the Existing Seller Notes and the Permitted Seller Notes.
Examples of Seller Notes in a sentence
These Seller Notes bear interest at 8% per annum, require quarterly interest-only payments during the first 12 months, quarterly payments of principal and interest during the last 24 months, using a 36-month amortization period commencing from that point, with a balloon payment due on the maturity date.
Paydown Class Seller Notes (sequential until reduced to zero when pro-rata) vii.
On the Effective Date, all Seller Notes Claims shall be deemed cancelled and terminated, and shall be of no further force and effect, and there shall be no distributions to Holders of Seller Notes Claims.
Paydown Class Seller Notes (sequential until reduced to zero when pro-rata) v.
Therefore, Holders of Seller Notes Claims are not entitled to vote to accept or reject the Plan.
More Definitions of Seller Notes
Seller Notes means those promissory notes delivered by Borrower in connection with the closing of a Permitted Acquisition, which are subordinated to the Obligations on terms satisfactory to Lender (it being understood that the subordination provisions set forth on Schedule E-1 shall be deemed to be satisfactory to Lender).
Seller Notes means any promissory note or notes issued by a Credit Party to the seller in respect of any Permitted Acquisition as whole or partial consideration in connection with such Permitted Acquisition.
Seller Notes means, collectively, the existing 6% Junior Subordinated Notes of the Borrower in favor of the former shareholders of the Borrower, each dated as of February 3, 2005 in the aggregate principal amount of $25,000,000 and all agreements, documents and instruments at any time executed and/or delivered by the Borrower or any other person in connection therewith or related thereto.
Seller Notes means, collectively, (i) those certain Series A Senior Secured Notes issued by DFR Merger Company, LLC and Deerfield & Company due in calendar year 2012 and (ii) those certain Series B Senior Secured Notes issued by DFR Merger Company, LLC and Deerfield & Company LLC due in calendar year 2012.
Seller Notes means those certain 6% Junior Subordinated Notes due 2010, issued by the Company to IITRI in the aggregate principal amount of $39,900,000 pursuant to the Asset Purchase Agreement, as amended, supplemented or modified in accordance with section 10.3(bb) hereof.
Seller Notes means, collectively, the following promissory notes issued or to be issued by certain Subsidiaries of Aspen: (1) up to $7.8 million aggregate principal amount outstanding of (a) Promissory Note, dated October 27, 2006, by Texas Excel Academy, Inc. issued in favor of Step-by-Step, Ltd., (b) Promissory Note, dated November 1, 2003, by Cedars Acquisition, LLC issued in favor of The Cedars Academy, Ltd., (c) Promissory Note (Earn-out), dated January 19, 2004, by Copper Canyon Academy, LLC (f/k/a AZ Acquisition, LLC) issued in favor of Prince Family, Inc. (f/k/a Copper Canyon Academy, Inc.), (d) Promissory Note, dated April 26, 2004, by Outback Therapeutic Expeditions, LLC issued in favor of Walkabout Treatment Program, LLC, (e) Promissory Note, dated July 1, 2004, by New Leaf Academy, Inc. issued in favor of Program Design Concepts, Inc., (f) Promissory Note by Texas Excel Academy, Inc. issued in favor of Step-by-Step, Ltd., (g) Promissory Note by Island View Residential Treatment Center, LLC and Oakley School, LLC, dated as of November 19, 2004, issued to the prior owners of such programs, (h) Promissory Note, dated as of December 1, 2005, by Wilderness Therapy Programs, Inc. issued to the prior owners of such program and (i) Promissory Note, dated September 6, 2006, by New Leaf Academy, Inc. issued in favor of Program Design Concepts, Inc., and (2) notes and earnout obligations representing up to $8.9 million of Indebtedness in respect of obligations under the Asset Purchase Agreement dated November 1, 2002 by and among AZ Acquisition, LLC, Copper Canyon Academy, Inc. and certain Shareholders party thereto.
Seller Notes means, collectively, the notes listed on Schedule 11(n) hereto and any other notes representing Subordinated Debt incurred as a part of the purchase price of a Permitted Acquisition subject to a Subordination Agreement acceptable to the Lender.