Borrowing Base Calculations. (a) Upon receipt of each fully executed and completed Borrowing Base Certificate, certified by the Borrower Agent in a certificate signed by an Authorized Officer of the Borrower Agent, Administrative Agent shall, not later than five (5) Business Days after receipt thereof, review and provide written notice to Borrower Agent of either (i) its approval of the Borrowing Base Certificate, or (ii) its (A) disapproval of any Eligible Collateral proposed to be included in the Borrowing Base, (B) disapproval of any portion of any information, calculation or determination set forth in the Borrowing Base Certificate, together in each case with a description in reasonable detail of the reasons therefor, including with respect to any Watched Loan, (C) adjustment to Borrowers’ calculation of Borrowing Base or Availability as a result of an adjustment to the Applicable Valuation Percentage of a Watched Loan; (D) disapproval to the extent the calculation is not made in accordance with this Agreement or the Borrowing Base Certificate or (E) rejection of the characterization of an Approved Financing as a Delinquent U.S. Federal Government Contract.
(b) Each Borrower and Administrative Agent will negotiate in good faith to adjust the Applicable Valuation Percentage of each Watched Loan, and any such adjustment shall be applied to the Borrowing Base, except as set forth in the immediately succeeding sentence, effective as of the next succeeding Payment Date Borrowing Base Certificate or, if sooner, a Borrowing Base Certificate delivered pursuant to Section 9.1.1(c). Any Approved Financing that becomes a Zero Value Approved Financing shall immediately have its Applicable Valuation Percentage reduced to 0% and the Borrowers shall deliver a revised Borrowing Base Certificate reflecting the adjusted valuation of the Eligible Collateral resulting from such reduction in accordance with Section 9.1.1(b); provided that if the Borrowers believe that an Approved Financing that would otherwise constitute a Zero Value Approved Financing satisfies the conditions set forth in clause (A) of the first sentence of the definition of Delinquent U.S. Federal Government Contract, Borrowers shall notify the Administrative Agent of such fact. If the Administrative Agent agrees in writing with the Borrowers that such Approved Financing is a Delinquent U.S. Federal Government Contract, the Applicable Valuation Percentage of such Approved Financing will not be immediately reduced to zero but will in...
Borrowing Base Calculations. Borrowing Base calculations shall be consistent with historical methods of valuation and calculation, and otherwise satisfactory to the Administrative Agent (and not necessarily calculated in accordance with GAAP).
Borrowing Base Calculations. The calculation by the Borrowers of the Borrowing Base in any Borrowing Base Report delivered to the Agent and the valuation thereunder is complete and accurate in all material respects as of the date of such delivery.
Borrowing Base Calculations. The Borrowing Base shall be calculated in good faith by Lender upon receipt from Borrower of the Borrowing Base Certificate and all supporting documentation required under this Agreement pursuant to Section 7.3 below. Lender will provide a Borrowing Base calculation to Borrower setting forth its determination of the Borrowing Base, which calculation will be conclusive and binding in the absence of manifest error. The Borrowing Base as determined by Lender will become effective upon calculation by Xxxxxx and will remain in effect until a new Borrowing Base is calculated by Lender in accordance with this Agreement.
Borrowing Base Calculations. Concurrently with delivery by the Parent Borrower to the Administrative Agent of (1) any notice designating any Swap Contract as a “Secured Hedge Agreement” and (2) any Borrowing Base Certificate, the Parent Borrower will deliver to the Administrative Agent a report from the relevant counterparty setting forth the Swap Termination Value of such Swap Contract, determined in accordance with procedures customary in the relevant market. The Administrative Agent will calculate from time to time the net amount of the Swap Termination Values of all Secured Hedge Agreements on the basis of such counterparty report, and if a Borrower would owe a net amount under all of such Borrower’s Secured Hedge Agreements if all such Secured Hedge Agreements were terminated on such date, the Administrative Agent may, and at the request of the Required Lenders, will, establish a reserve for purposes of calculating the Borrowing Base pursuant to the definition thereof set forth in Section 1.1 in an amount equal to such net amount, and will maintain such reserve until the next determination by the Administrative Agent pursuant to this paragraph.
Borrowing Base Calculations. Until this Agreement shall have been terminated in accordance with its terms, ACFS agrees that it will furnish to the Master Collateral Agent and each Facility Representative and each "Lender" party to the Revolving Credit Agreement (as defined therein), as soon as available and in any event on or before each Determination Date, a certificate in the form of Exhibit B (a "Senior Borrowing Base Certificate") setting forth the Senior Borrowing Base and each Senior Facility Notional Amount. ACFS shall also deliver a Senior Borrowing Base Certificate to the Master Collateral Agent and each Facility Representative in connection with each additional Designated Series and each proposed change in a Senior Facility Notional Amount. The Master Collateral Agent shall promptly confirm the accuracy of such calculations, and, if it is unable to confirm such calculations, shall promptly give notice thereof to ACFS and each Facility Representative. In addition, on March 1 and August 1 of each year, commencing March 1, 2003, AFCS agrees to cause a firm of nationally recognized independent accountants to perform (and report the results thereof to the Master Collateral Agent and each Facility Representative) agreed upon procedures acceptable to the Required Facility Representatives which will (1) verify the modeling inputs against the underlying terms of the Designated Term Series, (2) recalculate the cash flows using the methodology outlined in Annex 1 of this Agreement and (3) calculate the total Senior Borrowing Base pursuant to said Annex 1.
Borrowing Base Calculations. All calculations of availability of funds of each Debtor under the respective Credit Agreement between such Debtor and you shall be correct in all respects.
Borrowing Base Calculations. (a) Upon receipt of each fully executed and completed Borrowing Base Certificate, certified by Borrower Agent in a certificate signed by an Authorized Officer of Borrower Agent, Administrative Agent shall, not later than five (5) Business Days after receipt thereof (or in the case of any Borrowing Base Certificate delivered pursuant to Section 4.1.1, three (3) Business Days), review and provide written notice to Borrower Agent of either (i) its approval of the Borrowing Base Certificate, or (ii) its (A) disapproval of any Eligible Collateral proposed to be included in the Borrowing Base, (B) disapproval of any portion of any information, calculation or determination set forth in the Borrowing Base Certificate, together in each case with a description in reasonable detail of the reasons therefor, including with respect to any Watched Loan, (C) adjustment to Borrowers’ calculation of Borrowing Base or Availability Amount as a result of an adjustment to the Applicable Valuation Percentage or Modeled Ground Lease Rents of a Watched Loan, (D) disapproval to the extent the calculation is not made in accordance with this Agreement or the Borrowing Base Certificate or (E) rejection of the characterization of an Approved Financing as a Delinquent U.S. Federal Government Contract.
Borrowing Base Calculations. As soon as available and in any event within 30 days after the end of each month, a calculation of the Borrowing Base for the preceding month accompanied by a payment then due by Borrower or Guarantors as may be required under such Borrowing Base Calculations. Such shall be certified by an authorized officer of the corporation and shall be accompanied by an officer's certificate stating Borrower is in compliance with all terms and conditions of this Agreement (see Exhibit "B").
Borrowing Base Calculations. At the request of the Collateral Monitoring Agent or the Administrative Agent, provide to the Collateral Monitoring Agent and the Syndication Agent any documents used in the preparation of any Borrowing Base Certificate, including without limitation, accounts receivables agings and reconciliations; and
