Definitions and Other Interpretive Provisions. Except as otherwise defined herein, capitalized terms used herein which are defined in the Credit Agreement shall have the meanings given to such terms therein. [NEW BORROWER] a [JURISDICTION] [TYPE OF ENTITY] [NEW GENERAL PARTNER] a [JURISDICTION] [TYPE OF ENTITY] By: By: Name: Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Authorized Agent Title: Chief Financial Officer THE BANK OF NOVA SCOTIA, as Administrative Agent LITHIA MASTER GP COMPANY, INC., an Alberta Corporation, as general partner of LITHIA MASTER LP COMPANY, LP By: By: EXECUTION COPY LEGAL_38580411.20 1.1(126) - 4 CREDIT AGREEMENT Name: Name: Title: Title:
Definitions and Other Interpretive Provisions. Capitalized terms used but not defined in this Guaranty shall have the meanings ascribed to them in the Credit Agreement. The "Rules of Interpretation" in section 1.2 of the Credit Agreement shall be applicable to this Guaranty and are hereby incorporated into this Guaranty.
Definitions and Other Interpretive Provisions. Except as otherwise defined herein, capitalized terms used herein which are defined in the Credit Agreement shall have the meanings given to such terms therein. [NEW MASTER LP BORROWER] a [JURISDICTION] [TYPE OF ENTITY] [NEW GENERAL PARTNER] a [JURISDICTION] [TYPE OF ENTITY] By: By: Name: Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Authorized Agent Title: Chief Financial Officer 1.1(126149) - 4 CREDIT AGREEMENT LEGAL_43503785.7 THE BANK OF NOVA SCOTIA, as Administrative Agent LITHIA MASTER GP COMPANY, INC., an Alberta Corporation, as general partner of LITHIA MASTER LP COMPANY, LP By: By: Name: Name: Title: Title:
Definitions and Other Interpretive Provisions. Except as otherwise defined herein, capitalized terms used herein which are defined in the Credit Agreement shall have the meanings given to such terms therein. [NEW BORROWER] By: _____________________________ Name: Title: THE BANK OF NOVA SCOTIA, as Administrative Agent LITHIA MASTER GP COMPANY, INC., an Alberta Corporation, as general partner of LITHIA MASTER LP COMPANY, LP By: By: Name: Name: Title: Title: 1.1(126194) - 1 CREDIT AGREEMENT LEGAL_43503785.7 Schedule 1.1(179195) – Officer’s Certificate OFFICER'S CERTIFICATE (Permitted Debt - Section 10.2(3)/Permitted Distributions - Section 10.2(4)/ Permitted Investments – Section 10.2(10)/Mandatory Prepayment (Insurance Proceeds) – Section 5.5/Permitted Dispositions – Section 10.2(1)/Permitted Expenditures – Section 10.2(11) / Permitted Reorganization – Section 10.2(2)) [DATE] I, ______________ , hereby certify that I am the duly appointed ________________________ of LITHIA MASTER GP COMPANY, INC., an Alberta corporation and the General Partner of LITHIA MASTER LP COMPANY, LP, an Alberta limited partnership (“Master Borrower”). Capitalized terms used herein but not defined herein shall have the meanings given to them in the credit agreement made as of June 3rd, 2022 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”) among, inter alios, Master Borrower, certain Subsidiaries and Affiliates of Master Borrower, The Bank of Nova Scotia, as Administrative Agent for the Lenders, and the other parties thereto. of the Credit Agreement, I further certify on behalf of Master Xxxxxxxx to Administrative Agent as follows: 1. [Insert description of Event]. 2. Each of the following conditions have been or will be satisfied as of the date of the [Event] (the “Event”): a. [Master Borrower] [Lithia New Dealers] will be in compliance with the applicable Financial Covenants in the Credit Agreement both before and after giving effect to the Event. b. The Board of Directors (or other Persons exercising similar functions) of each of the sellers has not disapproved the transaction or recommended that such transaction be disapproved. [NTD: Permitted Acquisition Only] c. All applicable representations and warranties in the Credit Agreement will be true and correct as of the date of the Event and [no Default or Event of Default] [, Default (Lithia Canada Dealer) or Event of Default (Lithia Canada Dealer)] will have occurred and be continuing or will exist after giving effect to the E...
Definitions and Other Interpretive Provisions
