Specified Equity means any Equity Securities or contractual rights (including revenue and profit shares or participations) granted or issued by (i) any Subsidiary of PubCo, (ii) any PubCo Fund or (iii) any Subsidiary of Opal Employee Carry or Blue Opal Carry Sub (or, in each case, any successors thereto) to or for the benefit of any Person (other than, directly or indirectly, to a Key Individual or his Affiliates or (solely in the case of the immediately following clauses (a) and (c)) any employee, manager or officer of PubCo or any of its Subsidiaries or his or her Affiliates) (a) as a rebate or incentive to a third party investor that is not a Related Party making a capital commitment in any fund, business development company or account sponsored or managed by PubCo or any of its Subsidiaries, including a seed or foundation investor, (b) to new hires or reassigned employees who are primarily dedicated to a new business line not previously engaged in by PubCo or its Subsidiaries (and, with respect to any reassigned employees, for which a replacement hire is made for such Person’s former position within a reasonable period of time) (it being agreed that for the purposes of this clause (b), Specified Equity may not include Equity Securities or contractual rights issued or granted by Blue Owl Holdings or Blue Owl Carry, and shall be limited to Equity Securities or contractual rights issued or granted by the Subsidiary or Subsidiaries of Blue Owl Holdings or Blue Owl Carry engaging in the applicable new business line), or (c) to a third party that is not a Related Party in connection with a bona fide arm’s length joint venture or bona fide arm’s length arrangement with a third party service provider.
Specified Equity means the Equity Interests held directly by any Company or any Subsidiary Guarantor in any Wholly Owned Subsidiary constituting a Domestic Subsidiary not otherwise constituting Excluded Equity (without giving effect to clause (i) of such definition).
Specified Equity has the meaning set forth in Section 6.6.
Examples of Specified Equity in a sentence
For the avoidance of doubt, all Specified Equity Contributions shall be disregarded for all other purposes of this Agreement.
For purposes of this paragraph, the term “Relevant Four Fiscal Quarter Period” shall mean, with respect to any requested Specified Equity Contribution, the four Fiscal Quarter period ending on (and including) the Fiscal Quarter in which Consolidated Adjusted EBITDA will be increased as a result of such Specified Equity Contribution.
Notwithstanding the foregoing, Loans and Letters of Credit shall not be available during (x) any Specified Contribution Period unless and until such time as a Specified Equity Contribution has been made and (y) any Representation Cure Period unless and until the applicable curable representation and warranty Default has been cured within the 30 day grace period set forth in Section 8.01(c).
If, after the making of the Specified Equity Contribution and the recalculations of EBITDA pursuant to the preceding paragraph, the U.S. Borrower shall then be in compliance with the requirements of Section 6.10, the U.S. Borrower shall be deemed to have satisfied the requirements of such covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable Event of Default that had occurred shall be deemed cured.
To the extent that a Specified Equity Contribution is made with proceeds from Indebtedness constituting Junior Capital and incurred by the U.S. Borrower, the proceeds of such Indebtedness will be used to prepay the Term Loans in accordance with Section 2.09.
More Definitions of Specified Equity
Specified Equity means any equity security (i) having no mandatory redemption, repurchase or similar requirements (including at the option of the holders thereof) prior to 91 days after the last stated maturity date of the Loans, the Second Lien Indebtedness and the Holdings Senior PIK Indebtedness (unless such equity security by its terms provides that such equity security shall not be required to be repurchased unless permitted by this Agreement or unless the Loans, the Second Lien Indebtedness or the Holdings Senior PIK Indebtedness, as the case may be, has been repaid in full at least 91 days prior to the date of such required repurchase), and (ii) upon which all dividends or distributions (if any) required to be paid shall, prior to 91 days after the last maturity date of the Loans, the Second Lien Indebtedness and the Holdings Senior PIK Indebtedness, at the option of the issuer, be payable solely in additional shares of such equity security (or other equity securities meeting the conditions specified in clauses (i) and (ii)).
Specified Equity means any equity security (i) having no mandatory redemption, repurchase or similar requirements (including at the option of the holders thereof) prior to 91 days after the Latest Maturity Date (unless such equity security by its terms provides that such equity security shall not be required to be repurchased unless permitted by this Agreement or unless the Loans have been repaid in full at least 91 days prior to the date of such required repurchase), and (ii) upon which all dividends or distributions (if any) required to be paid shall, prior to 91 days after the last maturity date of the Loans, at the option of the issuer, be payable solely in additional shares of such equity security (or other equity securities meeting the conditions specified in clauses (i) and (ii)).
Specified Equity means, with respect to the Parent or the ---------------- Borrower, shares of capital stock of the Parent or the Borrower, or securities convertible into or exchangeable for the shares of capital stock of the Parent or the Borrower (but in each case excluding shares of common stock issued pursuant to the Parent's direct stock purchase and dividend reinvestment plan, structured equity shelf program and the Parent's stock plans for directors, officers and employees, and any capital stock issued to or held by a Person which immediately prior to such transaction was an affiliate of the Parent or the Borrower).
Specified Equity means, (a) with respect to the Parent or the ---------------- Borrower, shares of capital stock of the Parent or the Borrower, or securities convertible into or exchangeable for the shares of capital stock of the Parent or the Borrower (but in each case excluding shares of common stock issued pursuant to the Parent's direct stock purchase and dividend reinvestment plan, structured equity shelf program and the Parent's stock plans for directors, officers and employees, and any capital stock issued to or held by a Person which immediately prior to such transaction was an affiliate of the Parent or the Borrower), and (b) with respect to the Parent, issuance of equity with proceeds exceeding $50,000,000 by a subsidiary, which is recorded on the books of the Parent and its consolidated subsidiaries as a minority interest." This Letter Amendment No. 1 shall become effective as of the date first above written when, and only when, (i) the Agent shall have received counterparts of this Letter Amendment No. 1 executed by the Borrower, Xxxxxx Xxxxxxx Senior Funding, Inc., individually and as Agent, and the consent attached hereto executed by the Guarantor; (ii) the Agent shall have received from the Borrower a true and correct copy of the CSFB Facility in effect as of the closing date thereof, and the Agent shall be satisfied with the final terms and conditions of the CSFB Facility; and (iii) the Borrower shall have paid all accrued fees and expenses of the Agent (including fees and expenses of counsel to the Agent). Xxxxxx Xxxxxxx Senior Funding, Inc. hereby represents, as of the date hereof, that it holds 100% of the Loans and Commitments outstanding under the Revolving Credit Agreement.
Specified Equity means any Equity Securities issued by (i) any Subsidiary of the Buyer, (ii) any PubCo Fund (as defined in the Investor Rights Agreement) or (iii) any Subsidiary of any Opal Carry Aggregator (or any successors thereto) or any Opal Performance Fee Aggregator (as defined in the Investor Rights Agreement) (or any successors thereto) to any Person (other than, directly or indirectly, to a Key Professional or his Affiliates or (solely in the case of the immediately following clauses (a) and (c)) any employee, manager or officer of the Buyer or any of its Subsidiaries or his or her Affiliates)
Specified Equity means any equity security (i) having no mandatory redemption, repurchase or similar requirements (including at the option of the holders thereof) prior to 91 days after the last stated maturity date of the First Lien Indebtedness, the Loans and the Holdings Senior PIK Indebtedness (unless such equity security by its terms provides that such equity security shall not be required to be repurchased unless permitted by this Agreement or unless the Loans and the Holdings Senior PIK Indebtedness, as the case may be, has been repaid in full at least 91 days prior to the date of such required repurchase), and (ii) upon which all dividends or distributions (if any) required to be paid shall, prior to 91 days after the last maturity date of the Loans and the Holdings Senior PIK Indebtedness, at the option of the issuer, be payable solely in additional shares of such equity security (or other equity securities meeting the conditions specified in clauses (i) and (ii)).