SOFR Loan Notice definition

SOFR Loan Notice means a notice for a SOFR Borrowing or continuation pursuant to Section 2.02(b), which shall be substantially in the form of Exhibit A.

SOFR Loan Notice means a notice for a SOFR Borrowing or continuation pursuant to Section 2.03, which shall be substantially in the form of Exhibit G, or such other form as may be approved by the Administrative Agent and Borrower Representative.

SOFR Loan Notice means a notice for a SOFR Borrowing or continuation or conversion pursuant to Section 2.02(b), which shall be substantially in the form of Exhibit A-1. “Solvent” and “Solvency” means, with respect to any Person as of any date of determination, that (a) at fair valuations, the sum of such Person’s debts (including contingent liabilities) is less than all of such Person’s assets, (b) such Person is not engaged or about to engage in a business or transaction for which the remaining assets of such Person are unreasonably small in relation to the business or transaction or for which the property remaining with such Person is an unreasonably small capital, and (c) such Person has not incurred and does not intend to incur, or reasonably believe that it will incur, debts beyond its ability to pay such debts as they become due (whether at maturity or otherwise), and (d) such Person is “solvent” or not “insolvent”, as applicable within the meaning given those terms and similar terms under applicable laws relating to fraudulent transfers and conveyances. For purposes of this definition, the amount of any contingent liability at any time shall be computed as the amount that, in light of all of the facts and circumstances existing at such time, represents the amount that can reasonably be expected to become an actual or matured liability (irrespective of whether such contingent liabilities meet the criteria for accrual under Statement of Financial Accounting Standard No. 5). “Sponsor” means, collectively, (a) Mistral SAC Holdings, LLC, (b) Satori Capital, LLC, Satori Capital Strategic Opportunities, LP and Satori Capital III, LP and (c) any Controlled Investment Affiliate of either of the Persons set forth in clauses (a) or (b) of this definition.

Examples of SOFR Loan Notice in a sentence

• Exhibit A (Form of LIBOR Rate Loan Notice) to the Credit Agreement is hereby deleted in its entirety and replaced by a new Exhibit A (Form of SOFR Loan Notice) in the form attached hereto as Annex B hereto.

• Each Request for Credit Extension (other than a SOFR Loan Notice requesting only a continuation of SOFR Loans) submitted by the Borrower shall be deemed to be a representation and warranty by the Borrower that the conditions specified in clauses (b), (c) and (d) of this Section 4.02 have been satisfied on and as of the date of the applicable Credit Extension.

• Exhibit G (Form of Eurocurrency Borrowing) of the Loan Agreement is hereby deleted in its entirety and a new Exhibit G (Form of SOFR Loan Notice) is hereby substituted in its stead as attached hereto as Annex A.