Financial Hedges Sample Clauses

Financial Hedges. To the extent any Lender or any Affiliate of a Lender issuxx x Xinancial Hedge relating to the Principal Debt and accepts the benefits of the Liens in the Collateral arising pursuant to the Collateral Documents, such Lender (for itself and on behalf of any such Affiliates) agrees (i) to appoint the Administrative Agent, as its nominee and agent, to act for and on behalf of such Lender or Affiliate thereof in connection with the Collateral Documents and (ii) to be bound by the terms of this Section 12; whereupon all references to "Lender" in this Section 12 and in the Collateral Documents shall include, on any date of determination, any Lender or Affiliate of a Lender that is party to a then-effective Financial Hedge relating to the Principal Debt. Additionally, if the Obligation owed to any Lender or Affiliate of a Lender consists solely of Debt arising under a Financial Hedge (such Lender or Affiliate being referred to in this Section 12.12 as an "Hedge Lender"), then such Hedge Lender (by accepting the benefits of any Collateral Documents) acknowledges and agrees that pursuant to the Loan Documents and without notice to or consent of such Hedge Lender: (i) Liens in the Collateral may be released in whole or in part to the extent Liens securing the Principal Debt are released, (ii) all Guaranties may be released; (iii) any Collateral Document may be amended, modified, supplemented, or restated; and (iv) all or any part of the Collateral may be permitted to secure other Debt.
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Financial Hedges. (a) To xxx xxtent any Lender or its Affiliate issues a Financial Hedge to any Company, such Lender or its Affiliate is afforded the benefits of (and Borrower [or any Company by execution of Collateral Documents] hereby confirms a grant of) Liens in and to the Collateral as evidenced by the Collateral Documents to the extent of such Lender's (or Affiliate thereof's) credit exposure under such Financial Hedge; such Lien is pari passu with that of Administrative Agent on behalf of the Lenders.
Sample 1
Financial Hedges. (a) The Companies shall, within 60 days from the xxte hereof, enter into Financial Hedges in a form and upon terms acceptable to Administrxxxxx Agent, issued by one or more Lenders or an institution acceptable to Administrative Agent with a duration of a period of at least two years, with respect to at least fifty percent (50%) of the Total Debt of the Companies outstanding on the Closing Date; provided, however, that the protected rate shall be no greater than 2.5% above the all-in rate on the Closing Date hereof.
Sample 1
Financial Hedges. 92 SECTION 13 MISCELLANEOUS.............................................................................93 13.1 Headings......................................................................................93
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Financial Hedges. Section 9.31 is amended by (i) relettering xxxxxction "(c)" thereof to subsection "(d)"; (ii) deleting the existing subsection "(b)" thereof, and substituting therefor the following subsections "(b)" and "(c)" to read, as follows:
Sample 1
Financial Hedges. (a) Borrower shall, on or before the Second Xxxxxment Effective Date, enter into, purchase, or acquire Financial Hedges in a form and upon terms acceptable to Administrative Agent, issued by one or more Lenders or an institution acceptable to Administrative Agent (which consent will not be unreasonable withheld) with a duration of at least two years, which Financial Hedges (together with the aggregate principal amount xx xxe Senior Notes as of the Closing Date) shall assure that the net interest cost to Borrower on at least fifty percent (50%) of the Debt of the Companies and Parent outstanding on the Closing Date is fixed, capped, or hedged; provided, however, that the protected rate shall be no greater than 2.0% above the all-in rate on the Closing Date hereof. As used herein, the term "
Sample 1
Financial Hedges. (a) Borrower shall, within 30 days xxxxx the Closing Date, enter into, purchase, or acquire Financial Hedges providing interest rate protection, in a foxx xxx upon terms reasonably acceptable to Administrative Agent and issued by one or more Lenders, Affiliates of Lenders, or an institution acceptable to Administrative Agent (which consent will not be unreasonably withheld) with a duration of at least two years, which Financial Hedges shall assure that the net interest cosx xx Borrower on at least $100,000,000 of the Principal Debt is fixed, capped, or hedged; provided, however, that the protected fixed, capped, or hedged rate shall be no greater than 2.0% above the Eurodollar Rate on the date such Financial Hedges are purchased.
Sample 1
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Related to Financial Hedges

  • Financial Accounts Exhibit E, as may be updated by the Borrower in a written notice provided to Agent after the Closing Date, is a true, correct and complete list of (a) all banks and other financial institutions at which Borrower or any Subsidiary maintains Deposit Accounts and (b) all institutions at which Borrower or any Subsidiary maintains an account holding Investment Property, and such exhibit correctly identifies the name, address and telephone number of each bank or other institution, the name in which the account is held, a description of the purpose of the account, and the complete account number therefor.

  • Financial Ability Each of the Buyer Parties acknowledges that its obligation to consummate the transactions contemplated by this Agreement and the Brewery Transaction is not and will not be subject to the receipt by any Buyer Party of any financing or the consummation of any other transaction other than the occurrence of the GM Transaction Closing and, in the case of the Brewery Transaction, the consummation of the transactions contemplated by this Agreement. The Buyer Parties have delivered to ABI a true, complete and correct copy of the executed definitive Second Amended and Restated Interim Loan Agreement, dated as of February 13, 2013, among Bank of America, N.A. (“Bank of America”), JPMorgan Chase Bank N.A. (“JPMorgan”) and CBI (collectively, the “Financing Commitment”), pursuant to which, upon the terms and subject to the conditions set forth therein, the lenders party thereto have committed to lend the amounts set forth therein (the “Financing”) for the purpose of funding the transactions contemplated by this Agreement and the Brewery Transaction. The Buyer Parties have delivered to ABI true, complete and correct copies of the fee letter and engagement letters relating to the Financing Commitment (redacted only as to the matters indicated therein), the Financing Commitment has not been amended or modified prior to the date of this Agreement, and, as of the date hereof, the respective commitments contained in the Financing Commitment have not been withdrawn, terminated or rescinded in any respect. There are no agreements, side letters or arrangements to which CBI or any of its Affiliates is a party relating to the Financing Commitment that could affect the availability of the Financing. The Financing Commitment constitutes the legally valid and binding obligation of CBI and, to the Knowledge of CBI, the other parties thereto, enforceable in accordance with its terms (except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar Laws of general applicability relating to or affecting creditors’ rights, and by general equitable principles). The Financing Commitment is in full force and effect and has not been withdrawn, rescinded or terminated or otherwise amended or modified in any respect, and no such amendment or modification is contemplated. Neither CBI nor any of its Affiliates is in breach of any of the terms or conditions set forth in the Financing Commitment, and assuming the accuracy of the representations and warranties set forth in Article 4 and performance by ABI of its obligations under this Agreement and the Brewery SPA, as of the date hereof, no event has occurred which, with or without notice, lapse of time or both, would reasonably be expected to constitute a breach, default or failure to satisfy any condition precedent set forth therein. As of the date hereof, no lender has notified CBI of its intention to terminate the Financing Commitment or not to provide the Financing. There are no conditions precedent or other contingencies related to the funding of the full amount of the Financing, other than as expressly set forth in the Financing Commitment. The aggregate proceeds available to be disbursed pursuant to the Financing Commitment, together with available cash on hand and availability under CBI’s existing credit facility, will be sufficient for the Buyer Parties to pay the Purchase Price hereunder and under the Brewery SPA and all related fees and expenses on the terms contemplated hereby and thereby in accordance with the terms of this Agreement and the Brewery SPA. As of the date hereof, CBI has paid in full any and all commitment or other fees required by the Financing Commitment that are due as of the date hereof. As of the date hereof, the Buyer Parties have no reason to believe that CBI and any of its applicable Affiliates will be unable to satisfy on a timely basis any conditions to the funding of the full amount of the Financing, or that the Financing will not be available to CBI on the Closing Date.

  • Banking Services and Swap Agreements Each Lender or Affiliate thereof providing Banking Services for, or having Swap Agreements with, any Loan Party or any Subsidiary or Affiliate of a Loan Party shall deliver to the Administrative Agent, promptly after entering into such Banking Services or Swap Agreements, written notice setting forth the aggregate amount of all Banking Services Obligations and Swap Agreement Obligations of such Loan Party or Subsidiary or Affiliate thereof to such Lender or Affiliate (whether matured or unmatured, absolute or contingent). In furtherance of that requirement, each such Lender or Affiliate thereof shall furnish the Administrative Agent, from time to time after a significant change therein or upon a request therefor, a summary of the amounts due or to become due in respect of such Banking Services Obligations and Swap Agreement Obligations. The most recent information provided to the Administrative Agent shall be used in determining which tier of the waterfall, contained in Section 2.18(b), such Banking Services Obligations and/or Swap Agreement Obligations will be placed.

  • Portfolio Accounting Services (1) Maintain portfolio records on a trade date+1 basis using security trade information communicated from the Fund’s investment adviser.

  • Financial Contracts The Borrower will not, nor will it permit any Subsidiary to, enter into or remain liable upon any Rate Management Transactions except for those entered into in the ordinary course of business for bona fide hedging purposes and not for speculative purposes.

  • Hedging Contracts No Restricted Person will be a party to or in any manner be liable on any Hedging Contract, except:

  • Hedging Arrangements To the extent any Affiliate of a Lender is a party to a Secured Hedging Agreement with the Borrower, such Affiliate of a Lender shall be deemed to appoint the Administrative Agent its nominee and agent, and to act for and on behalf of such Affiliate in connection with the Security Documents and to be bound by this Article IX.

  • Hedging Agreements The Borrower will not, and will not permit any of its Subsidiaries to, enter into any Hedging Agreement, other than Hedging Agreements entered into in the ordinary course of business to hedge or mitigate risks to which the Borrower or any Subsidiary is exposed in the conduct of its business or the management of its liabilities.

  • Interest Rate Hedging (a) Enter into within ninety (90) days of the Closing Date (or such longer period as may be reasonably acceptable to the Administrative Agent in its sole discretion), and maintain for a period of not less than two (2) years thereafter, interest rate Swap Contracts with Persons reasonably acceptable to the Administrative Agent, covering a notional amount of not less than 50% of the aggregate outstanding amount of the Closing Date Term Facility.

  • Derivative Counterparty Financial Information ▪ Determining current maximum probable exposure Depositor ▪ Determining current significance percentage Depositor ▪ Requesting required financial information (including any required accountants’ consent to the use thereof) or effecting incorporation by reference Depositor *This information need only be reported on the Form 10-D for the distribution period in which updated information is required pursuant to the Items. ADDITIONAL FORM 10-D DISCLOSURE Item on Form 10-D Party Responsible Item 8: Other Information Disclose any information required to be reported on Form 8-K during the period covered by the Form 10-D but not reported Any party responsible for the applicable Form 8-K Disclosure item Item 9: Exhibits Distribution Date Statement to Certificateholders Securities Administrator Exhibits required by Item 601 of Regulation S-K, such as material agreements Depositor EXHIBIT M ADDITIONAL FORM 10-K DISCLOSURE ADDITIONAL FORM 10-K DISCLOSURE Item on Form 10-K Party Responsible Item 1B: Unresolved Staff Comments Depositor Item 9B: Other Information Disclose any information required to be reported on Form 8-K during the fourth quarter covered by the Form 10-K but not reported Any party responsible for disclosure items on Form 8-K Item 15: Exhibits, Financial Statement Schedules Securities Administrator Depositor Reg AB Item 1112(b): Significant Obligors of Pool Assets Significant Obligor Financial Information* Depositor *This information need only be reported on the Form 10-D for the distribution period in which updated information is required pursuant to the Item. Reg AB Item 1114(b)(2): Credit Enhancement Provider Financial Information ▪ Determining applicable disclosure threshold Depositor ▪ Requesting required financial information (including any required accountants’ consent to the use thereof) or effecting incorporation by reference Depositor *This information need only be reported on the Form 10-D for the distribution period in which updated information is required pursuant to the Items. Reg AB Item 1115(b): Derivative Counterparty Financial Information ▪ Determining current maximum probable exposure Depositor ▪ Determining current significance percentage Depositor ▪ Requesting required financial information (including any required accountants’ consent to the use thereof) or effecting incorporation by reference Depositor *This information need only be reported on the Form 10-D for the distribution period in which updated information is required pursuant to the Items. ADDITIONAL FORM 10-K DISCLOSURE Item on Form 10-K Party Responsible Reg AB Item 1117: Legal Proceedings Any legal proceeding pending against the following entities or their respective property, that is material to Certificateholders, including any proceedings known to be contemplated by governmental authorities: ▪ Issuing Entity (Trust Fund) Trustee, Master Servicer, Securities Administrator and Depositor ▪ Sponsor (Seller) Seller (if a party to the Pooling and Servicing Agreement) or Depositor ▪ Depositor Depositor ▪ Trustee Trustee ▪ Securities Administrator Securities Administrator ▪ Master Servicer Master Servicer ▪ Custodian Custodian ▪ 1110(b) Originator Depositor ▪ Any 1108(a)(2) Servicer (other than the Master Servicer or the Securities Administrator) Servicer (as to itself) ▪ Any other party contemplated by 1100(d)(1) Depositor

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