Interests shall beneficially own (within the meaning of Rule 13d-3 (as in effect on the Effective Date) promulgated under the Securities Exchange Act of 1934, as amended), in the aggregate, more than fifty percent (50%) of the Equity Interests in such Dolan Family Interest Controlled Person(s)) shall cease at any time to have beneficial ownership (within the meaning of Rule 13d-3 (as in effect on the Effective Date) promulgated under the Securities Exchange Act of 1934, as amended) of Equity Interests of MSG, having sufficient votes to elect (or otherwise designate) at such time a majority of the members of the board of directors of MSG, (b) an event of series of events by which MSG ceases to hold, directly or indirectly, 100% of the voting Equity Interests of the Borrower, or (c) an event of series of events by which the Borrower ceases to hold, directly or indirectly, 100% of the voting Equity Interests of each of (x) Teamco and (y) Team Holdco, or (d) a change of control or a change in the ownership of effective control with respect to Teamco under the NHL Constitution or any NHL governing document unless after giving effect to such change of control or change in the ownership of effective control, Teamco is Controlled, directly or indirectly, by Dolan Family Interests.
Change in Law means the occurrence, after the date of this Agreement, of any of the following: (a) the adoption or taking effect of any law, rule, regulation or treaty, (b) any change in any law, rule, regulation or treaty, or in the administration, interpretation, implementation or application thereof by any Governmental Authority, or (c) the making or issuance of any request, rule, guideline or directive (whether or not having the force of law) by any Governmental Authority; provided, that, notwithstanding anything to the contrary herein, (i) the Dodd-Frank Wall Street Reform and Consumer Protection Act, and all requests, rules, guidelines or directives thereunder or issued in connection therewith, and (ii) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority), or the United States or foreign regulatory authorities, in each case pursuant to Basel III, shall, in each case of the foregoing clauses (i) and (ii), be deemed to be a Change in Law, regardless of the date enacted, adopted or issued.
Commitment means the Delayed Draw Term Loan Commitment of the Lender.
Connection Income Taxes means Other Connection Taxes that are imposed on, or measured by, net income (however denominated), or that are franchise Taxes or branch profits Taxes.
Credit Extension means a Borrowing.
Debtor Relief Laws means the Bankruptcy Code of the United States, and all other liquidation, conservatorship, bankruptcy, assignment for the benefit of creditors, moratorium, rearrangement, receivership, insolvency, reorganization, or similar debtor relief Laws of the United States or other applicable jurisdictions from time to time in effect.
Default means any event or condition that constitutes an Event of Default, or that, with the giving of any notice, the passage of time, or both, would be an Event of Default.
Default Rate means an interest rate equal to (a) the Base Rate, plus (b) the Applicable Rate, if any, applicable to Base Rate Loans, plus (c) two percent (2.00%) per annum, provided, that, with respect to a Eurodollar Rate Loan, the Default Rate shall be an interest rate equal to the interest rate (including any Applicable Rate) otherwise applicable to such Loan, plus two percent (2.00%) per annum, in each case, to the fullest extent permitted by applicable Laws.
Delayed Draw Term Loan has the meaning specified in Section 2.01(a).
Delayed Draw Term Loan Availability Period means, with respect to the Delayed Draw Term Loan Commitment, the period from, and including, the Effectiveness Date to the earliest of: (a) October 17, 2021;