Delayed Draw Term Note definition

Delayed Draw Term Note is defined in Section 2.10.

Delayed Draw Term Note or “Delayed Draw Term Notes” shall mean the promissory notes of the Company in favor of any of the Delayed Draw Term Loan Lenders evidencing the portion of the Delayed Draw Term Loan provided pursuant to Section 2.3(e), individually or collectively, as appropriate, as such promissory notes may be amended, modified, restated, supplemented, extended, renewed or replaced from time to time.

Delayed Draw Term Note means the secured promissory note executed by the Borrower in favor of the Lender in the form of Exhibit E evidencing the Delayed Draw Term Loan.

Delayed Draw Term Note has the meaning given to such term in Section 1.1(b).

Delayed Draw Term Note has the meaning given to such term in Section 1.1(b). “Designated Person” has the meaning assigned to it in Section 3.22(a). “De-SPAC Transaction” means the series of related transactions pursuant to which (a) Volta Industries, Inc., a Delaware corporation, shall merge with and into SNPR Merger Sub I, Inc., a Delaware corporation, with Volta Industries, Inc. being the surviving entity (the “First Surviving Entity”) in such transaction (the “De-SPAC First Merger”), (b) promptly after the De-SPAC First Merger referred to in the foregoing clause (a), Volta Industries, Inc. as the First Surviving Corporation shall merge with and into SNPR Merger Sub II, LLC, a Delaware limited liability company, with Volta Charging Industries, LLC (f/k/a SNPR Merger Sub II, LLC), being the surviving entity (the “Second Surviving Entity”) in such transaction (the “De-SPAC Second Merger”), and (c) upon consummation of both of the foregoing De-SPAC First Merger and De- SPAC Second Merger, Volta Charging Industries, LLC (f/k/a SNPR Merger Sub II, LLC) shall (i) become a wholly-owned subsidiary of Tortoise Acquisition Corp. II, and (ii) immediately be renamed Volta Inc., as such series of related transactions is set forth in greater detail in that certain Business Combination Agreement and Plan of Reorganization, dated as of February 7, 2021, by and among Tortoise Acquisition Corp. II, SNPR Merger Sub I, Inc., SNPR Merger Sub II, LLC, and Volta Industries, Inc. “Disqualified Capital Stock” shall mean any Equity Interest which, by its terms (or by the terms of any security into which it is convertible or for which it is exchangeable), or upon the happening of any event, (a) matures (excluding any maturity as the result of an optional redemption by the issuer thereof) or is mandatorily redeemable, pursuant to a sinking fund obligation or otherwise, or is redeemable at the option of the holder thereof, in whole or in part, on or prior to the first anniversary of the Maturity Date, (b) is convertible into or exchangeable (unless at the sole option of the issuer thereof) for (i) debt securities or (ii) any Equity Interests referred to in (a) above, in each case at any time on or prior to the first anniversary of the Maturity Date, or (c) contains any repurchase obligation which may come into effect prior to payment in full of all Obligations; provided, however, that any Equity Interests that would not constitute Disqualified Capital Stock but for provisions thereof giving holders thereo...

Delayed Draw Term Note means, collectively, the promissory notes described in Section 2.3A(a) hereof.

Delayed Draw Term Note shall have the meaning assigned to such term in Section 2.3(f).

Delayed Draw Term Note has the meaning given to such term in Section 1.1(b). “Designated Person” has the meaning assigned to it in Section 3.22(a). “Disqualified Capital Stock” shall mean any Equity Interest which, by its terms (or by the terms of any security into which it is convertible or for which it is exchangeable), or upon the happening SCHEDULE A - 10 of any event, (a) matures (excluding any maturity as the result of an optional redemption by the issuer thereof) or is mandatorily redeemable, pursuant to a sinking fund obligation or otherwise, or is redeemable at the option of the holder thereof, in whole or in part, on or prior to the first anniversary of the Maturity Date, (b) is convertible into or exchangeable (unless at the sole option of the issuer thereof) for (i) debt securities or (ii) any Equity Interests referred to in (a) above, in each case at any time on or prior to the first anniversary of the Maturity Date, or (c) contains any repurchase obligation which may come into effect prior to payment in full of all Obligations; provided, however, that any Equity Interests that would not constitute Disqualified Capital Stock but for provisions thereof giving holders thereof (or the holders of any security into or for which such Equity Interests is convertible, exchangeable or exercisable) the right to require the issuer thereof to redeem such Equity Interests upon the occurrence of a change in control or an asset sale occurring shall not constitute Disqualified Capital Stock. “Distributions” shall mean, collectively, with respect to each Credit Party, all dividends, cash, options, warrants, rights, instruments, distributions, returns of capital or principal, income, interest, profits and other property, interests (debt or equity), or proceeds, including as a result of a split, revision, reclassification or other like change of the Pledged Securities, from time to time received, receivable or otherwise distributed to such Credit Party in respect of or in exchange for any or all of the Pledged Securities. “Dollars” or “$” means lawful currency of the United States of America. “Eligible Capital Expenditures” means, with respect to the Borrower, as of any date of determination for any Fiscal Quarter, all documented capital expenditures made by the Borrower during such Fiscal Quarter to purchase, install and maintain electric vehicle charging stations located in the United States (including third party labor costs paid in connection therewith) paid for in cash, as set fo...

Delayed Draw Term Note means a Delayed Draw Term Note, executed by Borrower in favor of ▇▇▇▇▇▇, in the form attached hereto as Exhibit B.