Subsidiary Borrower Termination Notice definition

Subsidiary Borrower Termination Notice has the meaning assigned to such term in Section 2.19(c).
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Subsidiary Borrower Termination Notice as defined in subsection 2.23(c).
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Subsidiary Borrower Termination Notice shall have the meaning set forth in Section 11.13(c) hereof. “Syndicated”, when used in reference to any Loan, refers to whether such Loan is made pursuant to Section 2.01 hereof. “Syndicated Loans” shall mean the loans provided for by Section 2.01 hereof, which may be Base Rate Loans and/or Eurocurrency Loans. “Syndicated Notes” shall mean the promissory notes, if any, executed and delivered pursuant to Section 2.08(b) or 2.08(f) hereof and all promissory notes delivered in substitution or exchange thereof, in each case as the same shall be modified and supplemented and in effect from time to time. “Taxes” shall mean any and all present or future taxes, levies, imposts, duties, deductions, withholdings (including backup withholding), assessments, fees or other similar charges imposed by any Governmental Authority, including any interest, additions to tax or penalties applicable thereto. “Total Adjusted Debt” shall mean, at any time, the total Indebtedness of the Company and its Subsidiaries as reflected on the Company’s consolidated balance sheet in accordance with GAAP at such time minus the Captive Finance Debt at such time. “Transactions” means the execution, delivery and performance by the Borrower of this Agreement, the borrowing of Loans and the issuance of Letters of Credit hereunder. “Type” shall have the meaning assigned to such term in Section 1.04 hereof. “Underlying Instruments” shall have the meaning assigned to such term in Section 12.02 hereof. “U.S. Person” means a “United States person” within the meaning of Section 7701(a)(30) of the Code. “U.S. Tax Compliance Certificate” has the meaning set forth in Section 5.05(e)(ii)(B)(3). “Wholly-Owned Domestic Subsidiary” shall mean any Domestic Subsidiary which is also a Wholly-Owned Subsidiary of the Company. “Wholly-Owned Subsidiary” shall mean, with respect to any Person at any date, any corporation, limited liability company, partnership, association or other entity of which securities or other ownership interests representing 100% of the equity or ordinary voting power (other than directors’ qualifying shares) or, in the case of a partnership, 100% of the general partnership interests are, as of such date, directly or indirectly owned, controlled or held by such
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Examples of Subsidiary Borrower Termination Notice in a sentence

  • Any Subsidiary Borrower Termination Notice furnished hereunder shall be effective upon receipt thereof by the Managing Administrative Agent (which shall promptly so notify the Lenders), whereupon all commitments of the Lenders to make Revolving Credit Loans to such Subsidiary hereunder shall terminate and such Subsidiary shall cease to be a Borrower hereunder.

  • Any Subsidiary Borrower Termination Notice furnished hereunder shall be effective upon receipt thereof by the Administrative Agent (which shall promptly so notify the Banks and the Issuing Banks), whereupon all commitments of the Banks to make Loans to such Subsidiary Borrower and all of the rights of such Subsidiary Borrower hereunder shall terminate and such Subsidiary Borrower shall immediately cease to be a Borrower hereunder.

  • Notwithstanding anything herein to the contrary, the delivery of a Subsidiary Borrower Termination Notice with respect to any Subsidiary Borrower shall not terminate (i) any obligation of such Subsidiary Borrower that remains unpaid at the time of such delivery or (ii) the obligations of the Company under Section 12 with respect to any such unpaid obligations.

  • The Company may, at any time at which no Loans or any other amounts hereunder or under any other Loan Documents shall be outstanding to a Subsidiary Borrower that is the subject of the Subsidiary Borrower Termination Notice referred to below, terminate such Subsidiary Borrower as a Borrower hereunder by delivering to the Administrative Agent an executed notice thereof (each a "Subsidiary Borrower Termination Notice"), substantially in the form of Exhibit H hereto.

  • Any Subsidiary Borrower Termination Notice furnished hereunder shall be effective upon receipt thereof by the Administrative Agent (which shall promptly so notify the Lenders), whereupon all commitments of the Lenders to make Loans to such Subsidiary Borrower hereunder shall terminate and such Subsidiary Borrower shall cease to be a Borrower hereunder.

  • The Company may, at any time at which no Loans or any other amounts hereunder or under any other Loan Documents shall be outstanding to a Subsidiary Borrower that is the subject of the Subsidiary Borrower Termination Notice referred to below, terminate such Subsidiary Borrower as a Borrower hereunder by delivering to the Administrative Agent an executed notice thereof (each a “Subsidiary Borrower Termination Notice”), substantially in the form of Exhibit G hereto.

  • Any Subsidiary Borrower Termination Notice furnished hereunder shall be effective upon receipt thereof by the Administrative Agent (which shall promptly so notify the Lenders), whereupon all commitments of the Lenders to make Loans to, and all obligations of the Lenders to acquire participations in Swingline Loans to, such Subsidiary Borrower and all of the rights of such Subsidiary Borrower hereunder shall terminate and such Subsidiary Borrower shall cease to be a Borrower hereunder.

  • Notwithstanding anything herein to the contrary, the delivery of a Subsidiary Borrower Termination Notice with respect to any Subsidiary Borrower shall not terminate (i) any obligation of such Subsidiary Borrower that remains unpaid at the time of such delivery or (ii) the obligations of the Company under Section 12 hereof with respect to any such unpaid obligations.


More Definitions of Subsidiary Borrower Termination Notice

Subsidiary Borrower Termination Notice. [[3505761]] EXHIBIT G [Form of Subsidiary Borrower Termination Notice] SUBSIDIARY BORROWER TERMINATION NOTICE [Date] To: JPMorgan Chase Bank, N.A. (the “Administrative Agent”) From: Pitney Xxxxx Inc. (the “Company”) Reference is made to the Credit Agreement (the “Credit Agreement”) dated as of January 6, 2015 among the Company, the subsidiary borrowers party thereto, the Banks party thereto (the “Banks”) and the Administrative Agent. Terms used herein having the meanings assigned to them in the Credit Agreement. The Company hereby gives notice pursuant to Section 11.13(c) of the Credit Agreement that, effective as of the date hereof, [_____] (the “Subject Subsidiary”) is terminated as a Subsidiary Borrower under the Credit Agreement and all commitments by the Banks to make Loans to such Subsidiary Borrower under the Credit Agreement are hereby terminated. Pursuant to Section 11.13(c) of the Credit Agreement, the Company hereby certifies that there are no outstanding Loans made to Subject Subsidiary, or unpaid interest thereon or other amounts owing by the Subject Subsidiary under the Credit Agreement. All obligations of Subject Subsidiary arising in respect of any period in which Subject Subsidiary was, or on account of any action or inaction taken by Subject Subsidiary as, a Subsidiary Borrower under the Credit Agreement shall survive the termination effected by this notice. PITNEY XXXXX INC. By____________________________ Name: Title: By____________________________ Name: Title:
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Subsidiary Borrower Termination Notice shall have the meaning set forth in Section 11.13(c).
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Related to Subsidiary Borrower Termination Notice

  • Borrowing Subsidiary Termination means a Borrowing Subsidiary Termination substantially in the form of Exhibit F-2.

  • Revolving Loan Termination Date means the earlier of (a) the fifth anniversary of the Funding Date and (b) the date of termination in whole of the Aggregate Revolving Loan Commitment pursuant to Section 2.05(a) or Section 9.01 hereof.

  • Borrowing Subsidiary Agreement means a Borrowing Subsidiary Agreement substantially in the form of Exhibit F-1.

  • Designated Borrower Notice has the meaning specified in Section 2.14.

  • Revolving Loan Commitment Termination Date means the earliest of

  • Term Loan Commitment Termination Date means the earliest to occur of (a) the Amendment No. 9 Effective Date, (b) the date the Term Loan Commitments are permanently reduced to zero pursuant to 2.01(b) and (c) the date of the termination of the Term Loan Commitments pursuant to Section 9.01.

  • Initial Borrowing Date means the date occurring on or after the Effective Date on which the initial Borrowing of Loans occurs.

  • Swingline Termination Date means the date which is 7 Business Days prior to the Termination Date.

  • Revolving Facility Termination Date means the earlier of (i) January 29, 2013, or (ii) the date that the Commitments have been terminated pursuant to Section 8.02.

  • Revolver Termination Date means the date that is the four (4) year anniversary of the Restatement Effective Date, unless extended with the consent of each Lender in its sole and absolute discretion.

  • Term Loan Termination Date means the earlier to occur of (a) the Term Loan Maturity Date and (b) the acceleration of the Term Loans in accordance with the terms hereof.

  • Subsidiary Borrowers means, collectively (i) each Domestic Subsidiary of the Company that is a party to this Agreement as a “Borrower” on the Effective Date and (ii) each Domestic Subsidiary of the Company that becomes a party to this Agreement as a “Borrower” following the Effective Date pursuant to Section 5.14, in each case, until such time as such Domestic Subsidiary is released from its obligations under the Loan Documents in accordance with this Agreement.

  • Revolving Commitment Termination Date means the earliest of (i) November 3, 2017, (ii) the date on which the Revolving Commitments are terminated pursuant to Section 2.9 and (iii) the date on which all amounts outstanding under this Agreement have been declared or have automatically become due and payable (whether by acceleration or otherwise); provided, that, with respect to any Extended Revolving Commitment (and the Extended Revolving Loans made pursuant thereto), the termination date set forth in the Extension Offer with respect thereto.

  • Delayed Draw Term Loan Commitment Termination Date means the earliest to occur of (i) December 31, 2008, (ii) the date the Delayed Draw Term Loan Commitments are permanently reduced to zero pursuant to Section 2.1, and (iii) the date of the termination of the Delayed Draw Term Loan Commitments pursuant to Section 11.1.

  • Swing Line Borrowing Notice is defined in Section 2.4.2.

  • Incremental Term Loan Borrowing Date means, with respect to each Class of Incremental Term Loans, each date on which Incremental Term Loans of such Class are incurred pursuant to Section 2.01(b) and as otherwise specified in any amendment providing for Incremental Term Loans in accordance with Section 2.22.

  • Servicer Termination Notice Defined in Section 6.15.

  • Commitment Termination Event means the earlier of (a) automatically and without notice or further action, the occurrence of any Event of Default described in Section 7.01(i) (Bankruptcy, Insolvency, etc.) with respect to the Borrower and (b) the occurrence and continuation of any other Event of Default under this Agreement pursuant to which either a Commitment Termination Event has been expressly declared or a declaration of the Loan to be due and payable has been given, in each case pursuant to Section 7.03 (Action if other Event of Default).

  • Initial Borrowing means the first Borrowing made pursuant to this Agreement.

  • Revolving Credit Commitment Termination Date means the earliest to occur of (i) other than with respect to Extended Revolving Credit Commitments, August 28, 2022, (ii) the date the Revolving Credit Commitments are permanently reduced to zero pursuant to Section 2.13(b) or 2.14, (iii) the date of the termination of the Revolving Credit Commitments pursuant to Section 8.2, and (iv) solely with respect to any Extended Revolving Credit Commitments, the applicable Extended Maturity Date.

  • Revolving Credit Termination Date means the earlier to occur of (i) the Current Termination Date then in effect and (ii) the date of termination in whole of the Commitments pursuant to Section 2.05(a) or 6.01.

  • Conversion/Continuation Notice is defined in Section 2.9.

  • Subsidiary Borrower any Subsidiary of the Borrower that becomes a party hereto pursuant to Section 10.1(c)(i) until such time as such Subsidiary Borrower is removed as a party hereto pursuant to Section 10.1(c)(ii).

  • Notice of Swing Line Borrowing has the meaning specified in Section 2.02(b).

  • Incremental Term Borrowing means a Borrowing comprised of Incremental Term Loans.

  • Notice of Revolving Borrowing shall have the meaning as set forth in Section 2.3.