Refinancing Amendment means an amendment to this Agreement in form and substance reasonably satisfactory to the Administrative Agent and the Borrower executed by each of (a) the Borrower and Holdings, (b) the Administrative Agent and (c) each Additional Lender and Lender that agrees to provide any portion of the Credit Agreement Refinancing Indebtedness being incurred pursuant thereto, in accordance with Section 2.21.
Incremental Facility Amendment has the meaning assigned to such term in Section 2.20(f).
Refinancing Term Loan Commitments shall have the meaning provided in Section 2.14(h).
Incremental Facility Agreement means an Incremental Facility Agreement, in form and substance reasonably satisfactory to the Agent and the Borrower, among the Borrower, the Agent and one or more Incremental Lenders, establishing Incremental Commitments and effecting such other amendments hereto and to the other Loan Documents as are contemplated by Section 2.18.
Additional Refinancing Lender has the meaning set forth in Section 2.15(a).
Term Loan Facility means the Term Loan Commitments and the provisions herein related to the Term Loans.
Incremental Facility has the meaning specified in Section 2.16(a).
Term Facility means, at any time, (a) on or prior to the Closing Date, the aggregate amount of the Term Commitments at such time and (b) thereafter, the aggregate principal amount of the Term Loans of all Term Lenders outstanding at such time.
Refinancing Term Commitments means one or more term loan commitments hereunder that fund Refinancing Term Loans of the applicable Refinancing Series hereunder pursuant to a Refinancing Amendment.
Term Loan Facilities means the Term Loan A Facility and the Term Loan B Facility.
Refinancing Revolving Commitments means one or more Classes of Revolving Loan commitments hereunder that result from a Refinancing Amendment.
New Term Loan Facility means the facility providing for the Borrowing of New Term Loans.
Refinancing Revolving Credit Commitments shall have the meaning provided in Section 2.14(h).
Term Loan Credit Agreement has the meaning set forth in the recitals to this Agreement.
Refinancing Lenders has the meaning specified in Section 2.15(c).
Refinancing Revolving Loans means one or more Classes of Revolving Loans that result from a Refinancing Amendment.
Term Loan Agreement has the meaning assigned to such term in the recitals of this Agreement.
Existing Revolving Credit Facility means the $600,000,000 (subject to increase in accordance with its terms) revolving credit facility evidenced by that certain Amended and Restated Revolving Credit Agreement dated as of June 14, 2022 by and among the Borrower, the Parent, the lenders from time to time party thereto as “Lenders”, and JPMorgan Chase Bank, N.A., as Agent.
Incremental Loan Commitment shall have the meaning ascribed to such term in Section 2.22(a).
Extended Revolving Credit Facility means each Class of Extended Revolving Credit Commitments established pursuant to Section 2.15(a)(ii).
Refinancing Lender has the meaning set forth in Section 2.15(c).
Term Loan Increase has the meaning set forth in Section 2.14(a).
Refinancing Loan shall have the meaning provided in Section 2.14(h)(i).
Refinancing Loans means any Refinancing Term Loans or Refinancing Revolving Loans.
Term Loan A has the meaning set forth in Section 2.2(a).
Credit Agreement Refinancing Indebtedness means (a) Permitted First Priority Refinancing Debt, (b) Permitted Junior Priority Refinancing Debt or (c) Permitted Unsecured Refinancing Debt, in each case, issued, incurred or otherwise obtained (including by means of the extension or renewal of existing Indebtedness) in exchange for, or to extend, renew, replace, repurchase, retire or refinance, in whole or part, existing Term Loans, or any then-existing Credit Agreement Refinancing Indebtedness (“Refinanced Debt”); provided that (i) such Indebtedness has a maturity no earlier, and a Weighted Average Life to Maturity equal to or greater, than 91 days after the Latest Maturity Date at the time such Indebtedness is incurred, (ii) such Indebtedness shall not have a greater principal amount (or accreted value, if applicable) than the principal amount (or accreted value, if applicable) of the Refinanced Debt plus accrued interest, fees, premiums (if any) and penalties thereon and reasonable fees and expenses associated with the refinancing, (iii) the terms and conditions of such Indebtedness (except as otherwise provided in clause (ii) above and with respect to pricing, rate floors, discounts, premiums and optional prepayment or redemption terms) are substantially identical to, or (taken as a whole) are no more favorable to the lenders or holders providing such Indebtedness, than those applicable to the Refinanced Debt being refinanced (except for covenants or other provisions applicable only to periods after the Latest Maturity Date at the time of incurrence of such Indebtedness) (provided that a certificate of a Responsible Officer delivered to the Agent at least five (5) Business Days prior to the incurrence of such Indebtedness, together with a reasonably detailed description of the material terms and conditions of such Indebtedness or drafts of the documentation relating thereto, stating that the Parent Borrower has determined in good faith that such terms and conditions satisfy the requirement of this clause (iii) shall be conclusive evidence that such terms and conditions satisfy such requirement unless the Agent notifies the Parent Borrower within such five (5) Business Day period that it disagrees with such determination (including a description of the basis upon which it disagrees)), and (iv) such Refinanced Debt shall be repaid, repurchased, retired, defeased or satisfied and discharged, and all accrued interest, fees, premiums (if any) and penalties in connection therewith shall be paid, on the date such Credit Agreement Refinancing Indebtedness is issued, incurred or obtained.