Liquidity Amount means, as at any date of determination, the lesser of (i) the aggregate amount of unrestricted and unencumbered cash maintained by the Company and its Subsidiaries in the United States as of such date and (ii) $20,000,000.
Margin Stock means margin stock within the meaning of Regulation U.
Material Adverse Change or Material Adverse Effect means a material adverse change in or, as the case may be, effect on (i) the business, condition (financial or otherwise), or operations of the Company and its Consolidated Subsidiaries taken as a whole, (ii) the legality, validity or enforceability of this Agreement or (iii) the ability of the Company to pay and perform its obligations hereunder or under the Notes.
Material Credit Facility means, as to the Company and its Subsidiaries,
(a) the Senior Credit Agreement;
(b) that certain Note Purchase and Private Shelf Agreement dated as of June 6, 2016 initially by and between the Company and PGIM, Inc., including any renewals, extensions, amendments, supplements, restatements, replacements or refinancing thereof;
(c) that certain Note Purchase and Private Shelf Agreement dated as of March 6, 2018 initially by and between the Company and NYL Investors LLC, including any renewals, extensions, amendments, supplements, restatements, replacements or refinancing thereof;
(d) that certain Loan Agreement dated as of June 7, 2016 among the Company, as borrower, the lenders named therein, JPMorgan Chase Bank, N.A. and PNC Capital Markets LLC, as joint lead arrangers and joint bookrunners, Branch Banking and Trust Company, as joint lead arranger, PNC Bank, National Association and Branch Banking and Trust Company, as co-syndication agents, and JPMorgan Chase Bank, N.A., as administrative agent, including any renewals, extensions, amendments, supplements, restatements, replacements or refinancing thereof; and
(e) any other agreement(s) creating or evidencing indebtedness for borrowed money entered into on or after the date of this Agreement by the Company or any Subsidiary, or in respect of which the Company or any Subsidiary is an obligor or otherwise provides a guarantee or other credit support (Credit Facility), in a principal amount outstanding or available for borrowing equal to or greater than $50,000,000 (or the equivalent of such amount in the relevant currency of payment, determined as of the date of the closing of such facility based on the exchange rate of such other currency).
Material Indebtedness has the meaning set forth in 7A(v).