CapEx Reserve Sample Clauses

CapEx Reserve. Account A segregated, secured account held by Asset Co and proposed to be located in Singapore (the “Capex Reserve Account”) will be established pursuant to a Cash Management Agreement to fund unbudgeted capital expenditure costs of the Jamalco Refinery (the “Approved Capital Expenditure Costs”). The Capex Reserve Account may be funded: (a) by application of all or part of the drawdown of the Asset Co Capex Facility (or an applicable Replacement Facility) when required to pay Approved Capital Expenditure (to the extent that there is insufficient funds standing to the credit of the Capex Reserve Account); or (b) from the Jamalco Collection Account to the extent that available amounts are standing to the credit of the Jamalco Collection Account in accordance with the order of priority set out in ‘Jamalco Collection Account’ above. The Cash Manager may withdraw funds from the Capex Reserve Account to pay Approved Capital Expenditure Costs that are due and payable. If any withdrawals are made from the Capex Reserve Account to pay Approved Capital Expenditure Costs, the Capex Reserve Account must be topped up to the Required Capex Reserve Amount from transfers from the Jamalco Collection Account in accordance with the order of priority set out in ‘Jamalco Collection Account’ above.
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CapEx Reserve. On or prior to the date sixty days after the ------------- date of each calendar quarter the Borrower will (i) deposit into the CAPEX Reserve the CAPEX Reserve Deposit Amount for such calendar quarter and (ii) deliver to the Administrative Agent a statement certified by a Responsible Officer of the Borrower to be true and correct in all material respects, which statement shall specify the calculation of such gross revenues and the amount of such Capital Expenditures or FF&E and such other information reasonably requested by the Administrative Agent. The CAPEX Reserve will be used to make or purchase Capital Expenditures or FF&E (except for those made or purchased under an Approved Preliminary Property Plan or Required Work performed for any Hotel Property after the date which is 365 days following the date such Hotel Property initially qualified as an Eligible Property) for Eligible Properties in accordance with this Agreement. In addition to the Bank One Cash Management Agreement, Borrower shall execute such Financing Statements and other documents and execute such other documents as either Agent shall reasonably require in order for the Administrative Agent to have a perfected first lien security interest in such CAPEX Reserve. Within 10 days after presentation to the Administration Agent of documentation reasonably required the Administrative Agent (including without limitation copies of invoices and a summary of Capital Expenditures) evidencing that in accordance with this Agreement either (a) Capital Expenditures to an Eligible Property have been performed or (b) FF&E has been purchased by the Borrower and delivered to an Eligible Property, the Administrative Agent shall permit the withdrawal from the CAPEX Reserve of the amounts for such Capital Expenditures or FF&E (except for those made or purchased under an Approved Preliminary Property Plan or Required Work performed for any Hotel Property after the date which is 365 days following the date such Hotel Property initially qualified as an Eligible Property), including payment to an escrow agent or title company to disburse such amounts. Any requests for disbursements from the CAPEX Reserve (a) shall not be made more often than once in any calendar month or for less than $50,000, (b) shall be made contemporaneously with any request for a Borrowing in such month pertaining to a Major Renovation, (c) shall be made contemporaneously with a request for a Borrowing if in the month requested the Borrower r...
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CapEx Reserve. 5.2.1 On or prior to the date hereof, Tenant shall establish an interest bearing reserve account (the “Capex Reserve”) in a bank designated by Tenant and approved by Landlord. All interest earned on the Capex Reserve shall be added to and shall remain a part of the Capex Reserve. Both Tenant and Landlord shall be signatories on the Capex Reserve, and any withdrawals, whether by check, wire or otherwise, shall require approval of both Tenant and Landlord. Upon the occurrence and continuation of any Default or an Event of Default hereunder, Tenant shall no longer be an authorized signatory on the Capex Reserve account and shall not be permitted to utilize funds from the Capex Reserve for any purpose whatsoever without the prior written consent of Landlord, which consent may be withheld in Landlord’s sole and absolute discretion. Such account shall be established in Landlord’s (or Landlord’s Parent or Landlord’s designated Affiliate’s) name and shall not include or contemplate “overdraft protection” and Tenant shall not request or attempt to draw or draft any funds which are not actually on deposit in such Capex Reserve account. The purpose of the Capex Reserve is to cover the cost of the following, to the extent carried out in accordance with this Lease (collectively, “Capex Reserve Expenditures”): (a) replacements (including P&E Replacements) and renewals to the P&E located at the Land or used in connection with the Business (other than Inventory); and (b) replacements and renewals, whether routine, non routine or major, to the Leased Improvements (including, without limitation, the Golf Course Facilities), including, without limitation, those which are normally capitalized under GAAP such as replacements and renewals to the structure, the exterior facade, the mechanical, electrical, heating, ventilating, air conditioning, plumbing and vertical transportation elements of the Leased Improvements, which expenditures Tenant reasonably believes should be made for the Leased Property for the following Fiscal Year in order to maintain the Leased Property in a commercially reasonable condition consistent with the standard of operation for the Business required herein. 5.2.2 Commencing with the Effective Date and continuing throughout the Term, Tenant shall on the tenth (10th) day following the end of each Accounting Period during the Term, transfer into the Capex Reserve an amount equal to the Applicable Reserve Percentage for such Accounting Period. At the time T...
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CapEx Reserve. The Borrower shall apply any remaining unused portion of the CapEx Reserve to the prepayment of the Term Loans on June 30, 2010.
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CapEx Reserve. 94 Section 5.08 Appraisals.......................................................... 95 Section 5.09
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CapEx Reserve. On the Closing Date and on each Scheduled Payment Date thereafter during the term of the Loan, Borrower shall deposit with Lender into the CapEx Reserve $9,333.33 (the "Monthly CapEx Reserve Deposit").
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CapEx Reserve. For each Accounting Period during (i) Fiscal Year 2012, Tenant shall transfer into the Capex Reserve an amount equal to two percent (2%) of aggregate Total Facility Revenues for the Retained Properties, and (ii) Fiscal Year 2013 and each Fiscal Year thereafter during the Term, Tenant shall transfer into the Capex Reserve an amount equal to three percent (3%) of aggregate Total Facility Revenues for the Retained Properties. Any and all withdrawals from the CapEx Reserve shall require approval of both Tenant and the applicable Landlords.
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CapEx Reserve. For each Accounting Period during the Term, Tenant shall transfer into the Capex Reserve an amount equal to three percent (3%) of aggregate Total Facility Revenues for the Managed Properties. Any and all withdrawals from the CapEx Reserve shall require approval of both Tenant and the applicable Landlords.
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CapEx Reserve. (a) Borrowers shall establish and maintain at all times until indefeasible payment in full of the Obligations a reserve funded by Borrowers and held by Lender for payment of costs and expenses associated with Capital Improvements (the “CapEx Reserve”). (b) On each Payment Date, Borrowers shall deliver to Lender, in addition to the monthly payments due under this Loan Agreement, an amount equal to $33.34 for each residential unit at each of the Facilities (the “CapEx Reserve Payment”) to be deposited into the CapEx Reserve. If at any time Lender notifies Borrowers in writing that Lender has good faith grounds to believe that amounts on deposit in the CapEx Reserve may be inadequate to cover Capital Improvements anticipated in good faith by Lender to be necessary, the CapEx Reserve Payment shall be increased to the amount specified by Lender in such notice, and Borrowers shall deliver to Lender such increased CapEx Reserve Payment on each Payment Date occurring after the date that is 30 days after the date of such notice. (c) So long as no Default has occurred and is continuing and no Event of Default has occurred, Lender will disburse to Borrowers from the CapEx Reserve (but in no event to exceed amounts on deposit in the CapEx Reserve) within 10 days after Borrowers’ written request (and provision to Lender of any supporting documentation required by Lender), the costs and expenses of installing or constructing any Capital Improvement, provided such written notice includes a detailed description of the Capital Improvements installed or constructed together with (i) a certification by Borrowers (or the Operators) that the Capital Improvements have been completed in accordance with applicable legal requirements, and (ii) such additional supporting evidence as may be requested by Lender in its judgment, including such items as invoices, receipts or other evidence verifying the cost of the Capital Improvements, affidavits and/or lien waivers from those providing work or supplies, a certification from an inspecting architect or other third party acceptable to Lender describing the completed Capital Improvements and verifying their completion and value, and evidence that all necessary or required approvals or consents from Governmental Authorities have been obtained. Lender shall not be required to make disbursements from the CapEx Reserve more than once in any 30-day period. In making any disbursement from the CapEx Reserve, Lender shall be entitled to rely on ...
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Related to CapEx Reserve

  • Availability Reserves All Revolving Loans otherwise available to Borrower pursuant to the lending formulas and subject to the Maximum Credit and other applicable limits hereunder shall be subject to Lender's continuing right to establish and revise Availability Reserves.

  • Interest Reserve 8.3.1 On the date hereof, Borrower shall deposit with Lender the sum set forth on Exhibit K hereto as the Interest Reserve to be held in an account maintained at a bank designated by Lender and pledged to Lender as additional collateral for the Loan (the "Interest Reserve Account"). The Interest Reserve Account shall be an interest-bearing account and all interest earned thereon shall become part of the Interest Reserve Account for the benefit of Borrower. 8.3.2 Provided that no Event of Default shall then exist and be continuing, if, on any Payment Date, the amount then on deposit in the Monthly Debt Service Subaccount (as defined in the Cash Management Agreement), minus the amount, if any, due under Section 8.7.3 hereof, shall be less than the amount of interest then due under the Note, Lender shall disburse the amount of such deficiency from the Interest Reserve Account to pay such interest. Any such amounts so disbursed shall be deemed paid by Borrower and Borrower shall not be deemed to have failed to pay such interest for the purposes of Section 6.1.1 by reason thereof. 8.3.3 If an Event of Default has occurred and is continuing hereunder, Lender may apply all amounts on deposit in the Interest Reserve Account to the Indebtedness in such order, priority and proportions as Lender in its discretion shall deem proper. 8.3.4 Nothing contained in this paragraph shall limit the obligation of Borrower to pay interest or other amounts due under the Note or any other Loan Document. The Interest Reserve Account shall not constitute a trust fund and may not be commingled with other monies held by Lender. Upon assignment of the Note and Mortgage by Lender in their entirety, Lender's security interest in, and all other right, title and interest of Lender in and to, the funds in the Interest Reserve Account shall be transferred and assigned to the assignee and Lender shall have no further obligation with respect thereto.

  • Required Reserve Amount So long as this Warrant remains outstanding, the Company shall at all times keep reserved for issuance under this Warrant a number of shares of Common Stock at least equal to 100% of the maximum number of shares of Common Stock as shall be necessary to satisfy the Company’s obligation to issue shares of Common Stock under the Warrants then outstanding (without regard to any limitations on exercise) (the “Required Reserve Amount”); provided that at no time shall the number of shares of Common Stock reserved pursuant to this Section 1(g) be reduced other than in connection with any exercise of Warrants or such other event covered by Section 2(c) below. The Required Reserve Amount (including, without limitation, each increase in the number of shares so reserved) shall be allocated pro rata among the holders of the Warrants based on the number of shares of Common Stock issuable upon exercise of Warrants held by each holder thereof on the Issuance Date (without regard to any limitations on exercise) (the “Authorized Share Allocation”). In the event that a holder shall sell or otherwise transfer any of such holder’s Warrants, each transferee shall be allocated a pro rata portion of such holder’s Authorized Share Allocation. Any shares of Common Stock reserved and allocated to any Person which ceases to hold any Warrants shall be allocated to the remaining holders of Warrants, pro rata based on the number of shares of Common Stock issuable upon exercise of the Warrants then held by such holders thereof (without regard to any limitations on exercise).

  • Disbursements from Replacement Reserve Account (a) Lender shall make disbursements from the Replacement Reserve Account to pay Borrower only for the costs of the Replacements. Lender shall not be obligated to make disbursements from the Replacement Reserve Account to reimburse Borrower for the costs of routine maintenance to the Property or for costs which are to be reimbursed from the Required Repair Fund (if any). (b) Lender shall, upon written request from Borrower and satisfaction of the requirements set forth in this Section 7.3.2, disburse to Borrower amounts from the Replacement Reserve Account necessary to pay for the actual approved costs of Replacements or to reimburse Borrower therefor, upon completion of such Replacements (or, upon partial completion in the case of Replacements made pursuant to Section 7.3.2(f)) as determined by Lender. In no event shall Lender be obligated to disburse funds from the Replacement Reserve Account if a Default or an Event of Default exists. (c) Each request for disbursement from the Replacement Reserve Account shall be in a form specified or approved by Lender and shall specify (i) the specific Replacements for which the disbursement is requested, (ii) the quantity and price of each item purchased, if the Replacement includes the purchase or replacement of specific items, (iii) the price of all materials (grouped by type or category) used in any Replacement other than the purchase or replacement of specific items, and (iv) the cost of all contracted labor or other services applicable to each Replacement for which such request for disbursement is made. With each request Borrower shall certify that all Replacements have been made in accordance with all applicable Legal Requirements of any Governmental Authority having jurisdiction over the Property to which the Replacements are being provided and, unless Lender has agreed to issue joint checks as described below, each request shall include evidence of payment of all such amounts. Each request for disbursement shall include copies of invoices for all items or materials purchased and all contracted labor or services provided. Except as provided in Section 7.3.2(e), each request for disbursement from the Replacement Reserve Account shall be made only after completion of the Replacement for which disbursement is requested. Borrower shall provide Lender evidence of completion satisfactory to Lender in its reasonable judgment. (d) Borrower shall pay all invoices in connection with the Replacements with respect to which a disbursement is requested prior to submitting such request for disbursement from the Replacement Reserve Account or, at the request of Borrower, Lender will issue joint checks, payable to Borrower and the contractor, supplier, materialman, mechanic, subcontractor or other party to whom payment is due in connection with a Replacement. In the case of payments made by joint check, Lender may require a waiver of lien from each Person receiving payment prior to Lender's disbursement from the Replacement Reserve Account. In addition, as a condition to any disbursement, Lender may require Borrower to obtain lien waivers from each contractor, supplier, materialman, mechanic or subcontractor who receives payment in an amount equal to or greater than $100,000 for completion of its work or delivery of its materials. Any lien waiver delivered hereunder shall conform to the requirements of applicable law and shall cover all work performed and materials supplied (including equipment and fixtures) for the Property by that contractor, supplier, subcontractor, mechanic or materialman through the date covered by the current reimbursement request (or, in the event that payment to such contractor, supplier, subcontractor, mechanic or materialmen is to be made by a joint check, the release of lien shall be effective through the date covered by the previous release of funds request). (e) If (i) the cost of a Replacement exceeds $100,000, (ii) the contractor performing such Replacement requires periodic payments pursuant to terms of a written contract, and (iii) Lender has approved in writing in advance such periodic payments, a request for reimbursement from the Replacement Reserve Account may be made after completion of a portion of the work under such contract, provided (A) such contract requires payment upon completion of such portion of the work, (B) the materials for which the request is made are on site at the Property and are properly secured or have been installed in the Property, (C) all other conditions in this Agreement for disbursement have been satisfied, (D) funds remaining in the Replacement Reserve Account are, in Lender's judgment, sufficient to complete such Replacement and other Replacements when required, and (E) if required by Lender, each contractor or subcontractor receiving payments under such contract shall provide a waiver of lien with respect to amounts which have been paid to that contractor or subcontractor. (f) Borrower shall not make a request for disbursement from the Replacement Reserve Account more frequently than once in any calendar month and (except in connection with the final disbursement) the total cost of all Replacements in any request shall not be less than $5,000.00.

  • Stock Reserve The Company shall at all times during the term of this Option Agreement reserve and keep available such number of shares of Stock as will be sufficient to satisfy the requirements of this Option Agreement.

  • FUNDING AVAILABILITY This Contract is contingent upon the continued availability of funding. If funds become unavailable through the lack of appropriations, legislative or executive budget cuts, amendment of the Appropriations Act, state agency consolidation or any other disruptions of current appropriations, DFPS will reduce or terminate this Contract.

  • Interest Reserve Account The Certificate Administrator shall establish and maintain the Interest Reserve Account in the Certificate Administrator’s name, on behalf of the Trustee, for the benefit of the Certificateholders. The Interest Reserve Account shall be established and maintained as a non-interest bearing Eligible Account. On each Master Servicer Remittance Date occurring in January (except during a leap year) or February (commencing in 2018) (unless, in either such case, the related Distribution Date is the final Distribution Date), the Master Servicer shall remit to the Certificate Administrator for deposit into the Interest Reserve Account, in respect of all the Mortgage Loans that accrue interest on the basis of a 360-day year and the actual number of days in the related month, an amount equal to one day’s interest at the related Net Mortgage Rate on the Stated Principal Balance of each such Mortgage Loan as of the close of business on the Distribution Date in the month preceding the month in which such Master Servicer Remittance Date occurs, to the extent a Monthly Payment or P&I Advance is made in respect thereof (all amounts so deposited in any consecutive January (if applicable) and February, “Withheld Amounts”). On or prior to the Master Servicer Remittance Date in March (or February if the final Distribution Date occurs in such month) of each calendar year (commencing in 2018), the Certificate Administrator shall transfer to the Lower-Tier REMIC Distribution Account the aggregate of all Withheld Amounts on deposit in the Interest Reserve Account.

  • Maximum Capital Expenditures The Parent and the Borrower will, and will cause each Consolidated Subsidiary to, not make Capital Expenditures on a consolidated basis that exceed $30,000,000 in any fiscal year (the “Base Capital Expenditure Amount”). Notwithstanding anything to the contrary, the Base Capital Expenditure Amount shall be increased by the following amounts: (i) to the extent that the aggregate amount of Capital Expenditures made by the Parent and its Consolidated Subsidiaries in any fiscal year is less than the Base Capital Expenditure Amount, the amount of such difference may be carried forward and used to make Capital Expenditures in succeeding fiscal years, provided that in any fiscal year, the amount permitted to be applied to make Capital Expenditures pursuant to this clause (i) shall in no event exceed an amount equal to 75% of the unused portion of the Base Capital Expenditure Amount for such fiscal year (without giving effect to any prior adjustments), (ii) if no Default or Event of Default has occurred and is continuing, or would result after giving effect thereto, the Parent and its Consolidated Subsidiaries may make additional Capital Expenditures to the extent that the amount of such excess is deducted from the Base Capital Expenditure Amount in succeeding fiscal years, provided that in any fiscal year, the amount permitted to be applied to make Capital Expenditures pursuant to this clause (ii) shall in no event exceed an amount equal to 25% of the Base Capital Expenditure Amount (without giving effect to any prior adjustments) and (iii) the Base Capital Expenditure Amount shall exclude any Capital Expenditures that are funded with the Available Credits; provided that, at the time of such Capital Expenditures, the Borrower shall deliver a certificate of a Financial Officer stating the portion of Capital Expenditures that is being made from the Available Credit, and setting forth a calculation of the Available Credit immediately before and immediately after such Capital Expenditures.

  • Tax Reserves The Company has established on its books and records adequate reserves for all Taxes and for any liability for deferred income taxes in accordance with Adjusted GAAP.

  • Debt Service Reserve On or before July 1, 2011, a portion of the unused Term Revolving Loan Commitment (in an amount equal to three monthly payments of principal and interest due under the Term Loan) shall be restricted for use as set forth in this Section 2.22, which amount may vary from time to time due to changes in monthly principal and interest payments due on the Term Loan, but shall at no time be less than the next three monthly payments of principal and interest due on the Term Loan (the “Required Debt Service Reserve Amount”). If at any time during the term of this Agreement, the amount of the Term Revolving Loan Commitment restricted for use as the Required Debt Service Reserve Amount is less than the next three monthly payments of principal and interest due under the Term Loan, the Borrowers shall: (A) no later than five (5) Business Days after such non-compliance occurs, prepay the Term Revolving Loan in an amount equal to the amount by which the sum of the Required Debt Service Reserve Amount and all outstanding Term Revolving Loan Advances exceed the Term Revolving Loan Commitment, (B) during the period Borrower has not fulfilled (A) above, make no Distributions, including Distributions or payments otherwise permitted under Sections 5.02(b), 5.02(k) or 5.02(l), and (C) make no other payments to its Affiliates, including accounts payable or other amounts. As and when any Obligation is past due, after any applicable grace or cure periods have expired, the Agent in its sole discretion, may make one or more Advances on the Term Revolving Loan for credit to its own account to be held for the benefit of the Banks in the amount of the then past due Obligation. Notwithstanding the foregoing, Agent shall have no obligation to make any such Advance: (i) if an Event of Default has occurred and is continuing, or (ii) for any purpose other than that for which the Debt Service Reserve was established; provided, however, that if an Event of Default has occurred and is continuing, the Agent in its sole discretion may make Advances on the Term Revolving Loan for the payment of any Obligation then past due in such order and manner as is consistent with the Agent’s obligations set forth in this Agreement. Advances made on the Term Revolving Loan by the Agent under this Section 2.22, may be made without the requirement of any consent by or notice to the Borrowers. Borrowers recognize and acknowledges that its obligation to pay required Obligations are absolute and unconditional and it is not dependent upon the Debt Service Reserve being available to make payment on any Obligation, and nothing herein shall be construed to negate or modify the Borrowers’ absolute and unconditional obligation to pay the Obligations in accordance with the terms and conditions of this Agreement and the other Loan Documents.

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