Cash Sweep. 10.23.1 The Borrower shall maintain the Cash Sweep Bank Account during the Security Period (or for such shorter period as the Majority Cash Sweep Lenders may agree) free of Encumbrances and rights of set off other than the Account Charge.
10.23.2 Subject to Clause 10.23.3 and no Event of Default having occurred and being continuing, any Total Cash Sweep Amount shall be applied on the relevant Cash Sweep Payment Date in prepayment, reduction and/or cancellation of the Cash Sweep Credit Facilities. The payment to be made under each Cash Sweep Credit Facility shall be calculated on the basis of the Accounts for the twelve (12) month period ending on the relevant Cash Sweep Determination Date and be applied to each Cash Sweep Credit Facility on a pro rata basis based on each Cash Sweep Credit Facility’s remaining outstanding Delayed Principal Amount (as defined in this Agreement in respect of the Facility and as defined in the relevant facility agreement in respect of each of the other Cash Sweep Credit Facilities) as of the Cash Sweep Payment Date. Each such outstanding Delayed Principal Amount, to the extent it is not already denominated in Dollars, shall be converted into Dollars on the date falling ten (10) Business Days prior to the relevant Cash Sweep Payment Date at the rate which appears on the Reuters Page ECB37 at 1.30 p.m. London time on that date, for the purposes of such calculation. For the avoidance of doubt, once there is no longer any remaining outstanding Delayed Principal Amount under any of the Cash Sweep Facilities, no further payments under this Clause 10.23 shall be required.
10.23.3 The Borrower shall procure that any Total Cash Sweep Amount on the Cash Sweep Determination Dates of 31 December 2009 and 31 December 2010 shall be paid into the Cash Sweep Bank Account on the following 31 March. On 31 March 2011 the Borrower shall procure that the Total Cash Sweep Amount on the Cash Sweep Determination Dates of 31 December 2009 and 31 December 2010 held in the Cash Sweep Bank Account shall be applied in accordance with Clause 10.23.2 as if it were a single Total Cash Sweep Amount existing on 31 December 2010.
10.23.4 Notwithstanding anything to the contrary in this Agreement, to the extent that the Borrower can demonstrate to the satisfaction of the Majority Cash Sweep Lenders in their sole discretion that the working capital needs of the NCLC Group so require, the Borrower shall be permitted to withdraw the amount agreed by the Majority Ca...
Cash Sweep. The Guarantor shall maintain the Cash Sweep Bank Account during the Security Period (or for such shorter period as the Majority Cash Sweep Lenders may agree) free of Encumbrances and rights of set off other than the Account Charge.
Cash Sweep. For most account types, uninvested cash balances are automatically deposited each day in one or more FDIC-insured depository accounts at affiliated and unaffiliated Program Banks ("Expanded Bank Deposit Sweep"); provided, however, that another sweep vehicle, such as the Standard Bank Deposit Sweep or a money market mutual fund, may be used for ERISA or IRA accounts in the limited instance that such sweep vehicle is necessary for compliance with applicable law. WFA, RIA and the Program Banks benefit financially from cash balances held in the Expanded Bank Deposit Sweep. For additional information about the Expanded and Standard Bank Deposit Sweep programs, including information about how WFA, RIA and the Program Banks benefit from them, see the Cash Sweep Program Disclosure Statement provided below.
Cash Sweep. (a) On any day on which (i) an Event of Default exists or (ii) the lesser of (x) the average Revolving Commitments (after deducting the average total Revolving Exposure) over any 30-day period and (y) the average Borrowing Base Amount (after deducting the sum of (1) the average total Revolving Exposure, (2) the average outstanding Tranche 1 Term Loans, (3) if prior to the Borrowing Base Date, zero, or if on or after the Borrowing Base Date, the average outstanding Tranche 2 Term Loans and (4) the average outstanding Tranche 3 Term Loans) over any 30-day period, in each case, together with all amounts then on deposit in the Cash Sweep Cash Collateral Account, is less than $75,000,000, then the Administrative Agent, upon its determination or upon request by the Required Lenders, shall immediately be entitled to deliver Cash Sweep Notices.
(b) During a Cash Sweep Period, if (i) there is no Event of Default and (ii) the lesser of (x) the average Revolving Commitments (after deducting the average total Revolving Exposure) over any 30-day period and (y) the average Borrowing Base Amount (after deducting the sum of (1) the average total Revolving Exposure, (2) the average outstanding Tranche 1 Term Loans, (3) if prior to the Borrowing Base Date, zero, or if on or after the Borrowing Base Date, the average outstanding Tranche 2 Term Loans and (4) the average outstanding Tranche 3 Term Loans) over any 30-day period, in each case, together with all amounts then on deposit in the Cash Sweep Cash Collateral Account, is greater than $100,000,000, then the Administrative Agent shall automatically rescind any Cash Sweep Notice and shall be prohibited from delivering any other Cash Sweep Notice (unless and until the occurrence of the events set forth in paragraph (a) of this Section).
(c) The Administrative Agent reserves the right to send a Cash Sweep Notice on each occasion of the occurrence of the events set forth in Section 9.15(a).
Cash Sweep. During the Distribution Holiday, on a quarterly basis,7 100% of all economic income8 (after accounting for normalized public dividends as determined by the Board (but subject to an annual minimum of 20% of distributable earnings per year, and an annual maximum of up to 30% of distributable earnings or, if the minimum would be $0.10 or less, then up to $0.10 per public share per annum) (the “Permitted Dividend”) will be applied to repay the 2018 credit facility and then repurchase the New Preferred Securities (in each case, together with accrued interest); and b) Any gross proceeds resulting from the realization of Accrued Unrecognized Incentive in respect of the Specified Funds (the “Designated Accrued Unrecognized Incentive”) (net of compensation arising from such realization consistent with compensation allocations as of the date hereof) and 85% of the after tax proceeds from any asset sales or other dispositions will be used to repay the 2018 credit facility and then the New Preferred Securities (collectively, the “Designated Proceeds”). For purposes of the foregoing, the “Specified Funds” shall be consist of the funds listed on Schedule 2. 7 Details to be mutually agreed and subject to further analysis.
Cash Sweep. Under the terms of the 7-Year Notes Indenture, so long as any principal amount of 7-Year Notes shall remain outstanding, if the amount of Excess Cash for any Transfer Date (after complying with the obligation set forth in Clause 12) exceeds U.S.$3,000,000 (or the equivalent in other currencies), the Company will apply 70% of any such surplus Excess Cash (the determination of such amount to be certified by the Company’s independent auditors) plus, without duplication, 100% of the Unapplied Net Asset Sale Proceeds on such Transfer Date to the ratable pre-payment of any outstanding 7-Year Notes. Amounts required to be prepaid in accordance herewith will be determined by reference to the Peso amounts using the Company’s consolidated balance sheets for the relevant dates and converting such amounts into U.S. Dollars at the prevailing exchange rate on the date of the mandatory prepayment). In the event that on any Transfer Date any restriction or prohibition of access to the Argentine foreign exchange market exists, the Company agrees to pay all amounts required to be paid under this section either (i) by purchasing, with Pesos, any series of “Bonos Externos de la República Argentina” or any other securities or public or private bonds issued in Argentina and denominated in U.S. Dollars, and transferring and selling such instruments outside Argentina for U.S. dollars, or (ii) by means of any other legal procedure existing in Argentina on any such Transfer Date. All costs and taxes payable in connection with the procedures referred to in (i) and (ii) above shall be borne by the Company. The Company shall effectuate any pre-payment of the 7-Year Notes described in Section 4.3(a) by providing not more than 30 nor less than five days’ irrevocable notice to Holders of 7-Year Notes and redeeming Outstanding 7-Year Notes, on a pro rata basis, at their remaining principal amount thereof, together with accrued interest to the relevant Transfer Date.
Cash Sweep. Notwithstanding anything to the contrary contained in this Deed or other Debenture Documents, the Issuer agrees that in the event the trailing twelve-month Group DSCR is less than 1.4, then cash surplus available with the Issuer in connection with the trailing twelve-month period shall be used towards the mandatory redemption of equivalent amount of Debentures (“Cash Sweep”) and the repayment profile (including the Bullet Installment) of outstanding Debentures will be reduced proportionately. The Group DSCR shall be tested on a semi-annual basis at the end of each Calculation Period for a trailing 12 month period for the purposes of exercising cash sweep right as stated above. In case of the Calculation Period ending on September 30, such testing shall be done no later than 60 (sixty) days from the completion of the relevant Calculation Period, based on limited review financial statements (viz management accounts) of the Group Issuers for the trailing 12 months of the Calculation Period. In case of the Calculation Period ending on March 31, such testing shall be done no later than 60 (sixty) days from the completion of the relevant Calculation Period, based on the annual audited financial statements of the Group Issuers in respect of the Calculation Period. The Group DSCR shall also be tested at the time of testing of Restricted Payment Conditions before effecting transfer of surplus funds into Distribution Account including for making Restricted Payments in accordance with terms of the Debenture Documents. For avoidance of doubt, it is clarified that testing for Cash Sweep and for Restricted Payments will be always done simultaneously, and no Restricted Payments will be done unless Group DSCR covenant is also tested and found to be compliant.
Cash Sweep. If the Closing Cash is in excess of the aggregate amount required for the Pending Closing Cash Uses, the Company may pay to each Seller a one-off cash dividend in the amount of such Seller’s Pro Rata Share of such excess amount immediately prior to the Closing in accordance with Applicable Law (“Cash Sweep”).
Cash Sweep. LPL offers a service to sweep cash held within customer brokerage accounts into an interest-bearing FDIC insured cash account (“ICA”). Under its agreement with each bank in which LPL deposits customer cash, LPL receives a fee from the banks equal to a percentage of the average daily deposit balance in the ICA. The fee paid to LPL may be at an annual rate of up to an average of 4% as applied across all deposit accounts taken in the aggregate; therefore, on some accounts, fees to LPL may be higher or lower than this average percentage amount. The compensation LPL receives on ICA may be higher than the compensation available to LPL from an alternative sweep investment option. LPL receives compensation from each bank in which the Plan has an ICA, as shown in the Plan’s monthly account statement. For additional information on the ICA, please see the ICA disclosure booklet available from your Representative. This compensation is retained by LPL and is not shared with your Representative.
Cash Sweep. LPL offers a service to sweep cash held within customer brokerage accounts into an interest-bearing FDIC insured cash account (“ICA”). Under its agreement with each bank in which LPL deposits customer cash, LPL receives a fee from the banks equal to a percentage of the average daily deposit balance in the ICA. The fee paid to LPL may be at an annual rate of up to an average of 4% as applied across all deposit accounts taken in the aggregate; therefore, on some accounts, fees to LPL may be higher or lower than this average percentage amount. The compensation LPL receives on ICA may be higher than the compensation available to LPL from an alternative sweep investment option. LPL receives compensation from each bank in which the Plan has an ICA, as shown in the Plan’s monthly account statement. For additional information on the ICA, please see the ICA disclosure booklet, which can be found at xxx.xxx.xxx.
