Example ContractsClausesdebt fund affiliateVariants
Debt Fund Affiliate
Debt Fund Affiliate contract clause examples

Disqualified Institution” means (a) (i) any Person identified in writing to the Bookrunners on or prior to October 12, 2017, # any Affiliate of any Person described in clauses (a)(i) above that is reasonably identifiable as an Affiliate of such Person on the basis of such Affiliate’s name and # any other Affiliate of any Person described in clauses # and/or # above that is identified from time to time in a written notice to the Administrative Agent; (b) (i) any Person that is a competitor of the Borrower and/or any of its Subsidiaries (each such Person, a “Competitor”) (other than a Competitor Debt Fund Affiliate), in each case, that is identified from time to time in a written notice to the Administrative Agent, # any Affiliate of any Person described in clause (b)(i) above (other than any Competitor Debt Fund Affiliate) that is reasonably identifiable as an Affiliate of such Person on the basis of such Affiliate’s name and # any other Affiliate of any Person described in clauses (b)(i) and/or (b)(ii) above that is identified from time to time in a written notice to the Administrative Agent (it being understood and agreed that no Competitor Debt Fund Affiliate of any Competitor may be designated as a Disqualified Institution pursuant to this clause (iii)).

Disqualified Institution” means # any Person identified in writing upon three (3) Business Days’ notice by the Borrower to the Administrative Agent that is at the time a competitor of the Borrower or any of its Subsidiaries or # any Affiliate of any Person described in clause (a) to the extent such Affiliate is readily identifiable solely on the basis of the similarity of such Affiliate’s name to any Person described in clause (a) (but excluding any Affiliate of such Person that is a bona fide debt fund or investment vehicle that is primarily engaged, or that advises funds or other investment vehicles that are engaged in, making, purchasing, holding or otherwise investing in commercial loans, bonds or similar extensions of credit or securities in the ordinary course and with respect to which such Person does not, directly or indirectly, possess the power to direct or cause the direction of the investment policies of such entity), in each case, solely to the extent the list of Disqualified Institutions described in clause (a) is made available to all Lenders (either by the Borrower or by the Administrative Agent with the Borrower’s express authorization) on the Platform); it being understood that to the extent the Borrower provides such list (or any supplement thereto) to the Administrative Agent, the Administrative Agent is authorized to and shall post such list (and any such supplement thereto)) on the Platform; provided that no supplement to the list of Disqualified Institutions described in clause (a) shall apply retroactively to disqualify any Persons that have previously acquired an assignment or participation interest in the Loans.

Disqualified Institution” means, on any date, # any Competitor that has been identified by legal name in writing by the Borrower and delivered to the Administrative Agent at least two (2) Business Days prior to such date, # any Person that has been identified by legal name in writing by the Borrower and delivered to the Administrative Agent prior to the Closing Date, and (c)(i) any Affiliate of any Competitor or other Person identified pursuant to [clause (a) or (b) above] that is reasonably identifiable (based solely on the basis of the legal name of such Affiliate) as an Affiliate of any such Competitor or Person, or # any Affiliate of any Competitor referred to in [clause (a) above] or any Person referred to in [clause (b) above] that, in each case, is identified by legal name in writing by the Borrower and delivered to the Administrative Agent at least two (2) Business Days prior to such date; provided, that, the foregoing shall not apply to # retroactively disqualify any Person that has previously acquired an assignment or participation in the Loans and/or Commitments to the extent that such Person was not a Disqualified Institution at the time of the applicable assignment or participation, # exclude any bona fide fixed income investor or debt fund that is primarily and generally engaged in, or advises funds or other investment vehicles that are engaged in, making, purchasing, holding or otherwise investing in commercial loans, notes, bonds and similar extensions of credit or securities in the ordinary course of its business and whose managers are not involved with the equity investment decisions of any other entity described in [clause (a), (b) or (c) above], or # exclude any Person that the Borrower designates in writing delivered to the Administrative Agent as no longer being a “Disqualified Institution.”

Disqualified Institution” means, on any date, # any Person designated by the Company as a “Disqualified Institution” by written notice delivered to the Administrative Agent on or prior to the Closing Date, # any other Person that is a Competitor, which Person has been designated by the Company as a “Disqualified Institution” by written notice to the Administrative Agent and the Lenders (including by posting such notice to the Platform) not less than five (5) Business Days prior to such date and # in the case of each of clauses (a) and (b), any of their Affiliates that are readily identifiable as such on the basis of such Affiliates’ names; provided that “Disqualified Institutions” shall exclude any Person that the Company has designated as no longer being a “Disqualified Institution” by written notice delivered to the Administrative Agent from time to time; provided further that any bona fide debt fund or investment vehicle that is primarily engaged in making, purchasing, holding or otherwise investing in commercial loans and similar extensions of credit in the ordinary course of business which is managed, sponsored or advised by any Person Controlling, Controlled by or under common Control with such Competitor or its Controlling owner and for which no personnel involved with the competitive activities of such Competitor or Controlling owner # makes any investment decisions for such debt fund or # has access to any confidential information (other than publicly available information) relating to the Company and its Subsidiaries shall be deemed not to be a Competitor of the Company or any of its Subsidiaries.

Disqualified Institution” means # any competitor of the Borrower or its Subsidiaries identified in writing by or on behalf of the Borrower to # the Arrangers on or prior to the Effective Date or # the Administrative Agent from time to time after the Effective Date, # those particular banks, financial institutions, other institutional lenders and other Persons identified by the Borrower to the Arrangers on or prior to March 22, 2017 (or related funds of any such Persons) and # any Affiliate of the entities described in the preceding clauses (a) or (b) that are either # reasonably identifiable as such or associated on the basis of their name or # are identified as such in writing by or on behalf of the Borrower to # the Arrangers on or prior to the Effective Date or # the Administrative Agent from time to time after the Effective Date (other than financial investors in competitors that are not operating companies or Affiliates of operating companies and other than bona fide diversified debt funds); provided that any Person that is a Lender and subsequently becomes a Disqualified Institution (but was not a Disqualified Institution at the time it became a Lender) shall be deemed to not be a Disqualified Institution hereunder. The identity of Disqualified Institutions may be communicated by the Administrative Agent to a Lender upon request, but will not be otherwise posted or distributed to any Person.

Disqualified Institution” means, as of any date, # those institutions designated as “Disqualified Institutions” in writing from the Borrower to the Administrative Agent on or prior to the Effective Date, # any other Person that is a Competitor and has been designated by the Borrower # prior to the Effective Date or # to the extent agreed to by the Administrative Agent as a “Disqualified Institution” (such agreement not to be unreasonably withheld, conditioned, delayed or qualified), after the Effective Date, and # any Affiliate (other than any Person described in the proviso below) of any Person described in clauses (a) or (b) that is # designated by the Borrower as specified in [clauses (a) or (b) or (y)] clearly identifiable as an Affiliate of such Person solely on the basis of the similarity of its name; provided that any bona fide debt fund or investment vehicle that is solely engaged in making, purchasing, holding or otherwise investing in commercial loans and similar extensions of credit in the ordinary course of business which is managed, sponsored or advised by any Person Controlling, Controlled by or under common Control with such Person or its Controlling owner shall be deemed not to be a Disqualified Institution solely by reason of this clause (c).

Disqualified Institution” means, on any date, # any Person designated by the Borrowers as a “Disqualified Institution” by written notice delivered to the Joint Lead Arrangers on or prior to July 23, 2019, # any other Person that is a Competitor, which Person has been designated by the Borrowers as a “Disqualified Institution” by written notice to the Administrative Agent and the Lenders (by posting such notice to the Platform) not less than two (2) Business Days prior to such date and # any Affiliate of any bank, financial institution, Competitor or other Person identified pursuant to clause (a) or clause (b) that, in each case, is obviously (based solely on the similarity of the legal name of such Affiliate to the name of such bank, financial institution, Competitor or other Person) an Affiliate of such Person, financial institution, institutional lender or Competitor; provided that # “Disqualified Institutions” shall exclude any Person that the Borrowers have designated as no longer being a “Disqualified Institution” by written notice delivered to the Administrative Agent and the Lenders from time to time, # solely with respect to the [foregoing clause (b)], “Disqualified Institutions” shall exclude any bona fide fixed income investors or debt funds or investment vehicles that are primarily engaged in making, purchasing, holding or otherwise investing in commercial loans or bonds and similar extensions of credit in the ordinary course of business and # the foregoing shall not apply to retroactively disqualify any Person that has previously acquired an assignment or participation in the Loans or Commitments under this Credit Agreement to the extent that any such Person was not a Disqualified Institution at the time of the applicable assignment or participation, as the case may be.

Disqualified Institution” means # any Person that is (directly or through a controlled Subsidiary) a competitor of Insight or the Target that is separately identified in writing by the Borrower Representative to the Administrative Agent and the Arrangers from time to time prior to or after the Effective Date, or # any Affiliate of any Person identified in clause (a) (other than any Affiliate that is a bona fide debt fund or investment vehicle that is engaged primarily in making, purchasing, holding or otherwise investing in loans, commitments and similar extensions of credit in the ordinary course of business for financial investment purposes and with respect to which no personnel involved with the investment in the relevant competitor, or the management, control or operation thereof, directly or indirectly, possesses the power to direct or cause the investment policies of such fund, vehicle or entity) that is # identified in writing by the Borrower Representative from time to time after the Effective Date or # clearly identifiable as an Affiliate solely on the basis of the similarity of its name; provided, however, any such designation of a Person as a Disqualified Institution shall not have retroactive effect to any prior assignment to any Lender permitted under this Agreement (but further assignments and participations shall be prohibited); provided, further, however, that any addition to the list of Disqualified Institutions made in accordance with this definition shall not be effective until the third (3rd) Business Day following the Administrative Agent’s receipt of the Borrower Representative’s written notice of such addition.

Disqualified Institution” means, on any date, # those financial institutions and other institutional lenders and Persons that have been identified in writing by the Borrower (or its attorneys) to the Administrative Agent (or its attorneys) on October 15, 2018, # any other Person that is a competitor of (or otherwise competing with) the Borrower or any of its Subsidiaries, which Person has been designated by the Borrower as a “Disqualified Institution” by written notice to the Administrative Agent and the CHAR1\1641691v2CHAR1\1779505v1

Disqualified Institution” means, on any date, # those financial institutions and other institutional lenders and Persons that have been identified in writing by the Borrower (or its attorneys) to the Administrative Agent (or its attorneys) on October 15, 2018, # any other Person that is a competitor of (or otherwise competing with) the Borrower or any of its Subsidiaries, which Person has been designated by the Borrower as a “Disqualified Institution” by written notice to the Administrative Agent and the Lenders (by posting such notice to the Platform) not less than two (2) Business Days prior to such date, and # any known Affiliate of the foregoing readily identifiable by name (but excluding any Affiliate that is primarily engaged in, or that advises funds or other investment vehicles that are engaged in, making, purchasing, holding or otherwise investing in commercial loans, bonds and similar extensions of credit or securities in the ordinary course of business); provided, that, # “Disqualified Institutions” shall exclude any Person that the Borrower has designated as no longer being a “Disqualified Institution” by written notice delivered to the Administrative Agent and the Lenders from time to time and # the Borrower shall be permitted to supplement the list in [clause (b) above] after the Closing Date by giving notice as provided in [clause (b) hereof], but which supplement shall not apply to assignments and participations entered into by any Person in accordance and compliance with this Agreement prior to such supplement being posted for the Lenders on the Platform.

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