Purchase Money Debt. (a) Debt (other than the Obligations) for payment of any of the purchase price of fixed assets; (b) Debt (other than the Obligations) incurred within 10 days before or after acquisition of any fixed assets, for the purpose of financing any of the purchase price thereof; and (c) any renewals, extensions or refinancings (but not increases) thereof. Purchase Money Lien - a Lien that secures Purchase Money Debt, encumbering only the fixed assets acquired with such Debt, and constituting a Capital Lease or a purchase money security interest under the UCC or a leasing agreement, installment sale or sale with a right of redemption governed by the Civil Code of Quebec. RCRA - the Resource Conservation and Recovery Act (42 U.S.C. ss.ss. 6991-6991i). Real Estate - all right, titxx xxd interest (whether as owner, lessor or lessee) in any real Property or any buildings, structures, parking areas or other improvements thereon. Refinancing Conditions - the following conditions for Refinancing Debt: (a) it is in an aggregate principal amount that does not exceed the principal amount of the Debt being extended, renewed or refinanced; (b) it has a final maturity no sooner than, a weighted average life no less than, and an interest rate no greater than, the Debt being extended, renewed or refinanced; (c) it is subordinated to the Obligations at least to the same extent as the Debt being extended, renewed or refinanced; (d) the representations, covenants and defaults applicable to it are no less favorable to Borrower than those applicable to the Debt being extended, renewed or refinanced; (e) no additional Lien is granted to secure it; (f) no additional Person is obligated on such Debt; and (g) upon giving effect to it, no Default or Event of Default exists. Refinancing Debt - Borrowed Money that is the result of an extension, renewal or refinancing of Debt permitted under Section 10.2.1(b), (c), (d) or (f).
Appears in 1 contract
Samples: Loan and Security Agreement (First Aviation Services Inc)
Purchase Money Debt. (a) Debt (other than the Obligations) for payment of any of the purchase price of fixed assets; (b) Debt (other than the Obligations) incurred within 10 ten (10) days before or after acquisition of any fixed assets, for the purpose of financing any of the purchase price thereof; and (c) any renewals, extensions or refinancings (but not increases) thereof. Purchase Money Lien - a Lien that secures Purchase Money Debt, encumbering only the fixed assets acquired with such Debt, Debt and constituting a Capital Lease or a purchase money security interest under the UCC or UCC. Quarterly Average Liquidity - at any time, the daily average of Liquidity for the immediately preceding Fiscal Quarter as calculated by Agent. Rating Agencies - as defined in Section 13.6. RBS - RBS Business Capital, a leasing agreementdivision of RBS Asset Finance, installment sale or sale with Inc., a right of redemption governed by the Civil Code of QuebecNew York corporation, and its successors and assigns. RCRA - the Resource Conservation and Recovery Act (42 U.S.C. ss.ss. §§ 6991-6991i). Real Estate - all right, titxx xxd title and interest (whether as owner, lessor or lessee) in any real Property or any buildings, structures, parking areas or other improvements thereon. Refinancing Conditions - the following conditions for Refinancing Debt: (a) it is in an aggregate principal amount that does not exceed the principal amount of the Debt being extended, renewed or refinanced; (b) it has a final maturity no sooner than, a weighted average life no less than, and an interest rate no greater than, the Debt being extended, renewed or refinanced; (c) it is subordinated to the Obligations at least to the same extent as the Debt being extended, renewed or refinanced; (d) the representations, covenants and defaults applicable to it are no less favorable to Borrower Borrowers and the other Loan Parties than those applicable to the Debt being extended, renewed or refinanced; (e) no additional Lien is granted to secure itit (except for any replacement or substitute Lien; provided, that such replacement or substitute Lien (i) does not secure an aggregate amount of Debt, if any, greater than the Debt being refinanced and (ii) does not encumber any Property other than the Property subject of the Debt being refinanced); (f) no additional Person is obligated on such Debt; and (g) upon giving effect to it, no Default or Event of Default exists. Refinancing Debt - Borrowed Money that is the result of an extension, renewal or refinancing of Debt permitted under Section 10.2.1(b), (c), (d) or (f).
Appears in 1 contract
Samples: Loan Agreement (M/a-Com Technology Solutions Holdings, Inc.)
Purchase Money Debt. (a) Debt (other than the Obligations) for payment of any of the purchase price of fixed assets; (b) Debt (other than the Obligations) incurred within 10 twenty (20) days before or after acquisition of any fixed assets, for the purpose of financing any of the purchase price thereof; and (c) any renewals, extensions or refinancings (but not increasesincreases in principal amounts) thereof. Purchase Money Lien - a Lien that secures Purchase Money Debt, encumbering only the fixed assets acquired with such Debt, Debt and constituting a Capital Lease or a purchase money security interest under the UCC or a leasing agreement, installment sale or sale with a right of redemption governed by the Civil Code of QuebecUCC. RCRA - the Resource Conservation and Recovery Act (42 U.S.C. ss.ss. §§ 6991-6991i). Real Estate - all right, titxx xxd title and interest (whether as owner, lessor or lessee) in any real Property or any buildings, structures, parking areas or other improvements thereon. Refinancing Conditions - the following conditions for Refinancing Debt: (a) it is in an aggregate principal amount that does not exceed the principal amount of the Debt being extended, renewed or refinanced; (b) it has a final maturity no not sooner than, a than and weighted average life no not less than, and an interest rate no greater than, than that of the Debt being extended, renewed or refinanced; (c) it bears interest at a rate that does not exceed the current market rate (as determined in good faith by a Senior Officer) for Debt of a similar type and for a similar obligor; (d) it is subordinated to the Obligations at least to the same extent as the Debt being extended, renewed or refinanced; (de) the representations, covenants and defaults applicable to it are no less favorable to Borrower Borrowers than those applicable to the Debt being extended, renewed or refinanced; (e) no additional Lien is granted to secure it; and (f) no additional Person is obligated on such Debt; and (g) upon giving effect to it, no Default or Event of Default exists. Refinancing Debt - Borrowed Money that is the result of an extension, renewal or refinancing of Debt permitted under Section 10.2.1(b)10.2.1. Regulation D - Regulation D of the Board of Governors. Reimbursement Date - as defined in Section 2.3.2. Rent Reserve - a reserve established from time to time in Agent’s reasonable Credit Judgment in any amount equal to approximately three months rent and other charges with respect to any Collateral in the possession of, (c)or at a location owned by, (da Person other than a Borrower or an Affiliate of a Borrower, unless such Person has executed a Lien Waiver; provided, however, that in no event shall the Rent Reserve at any leased location exceed the value of the Collateral maintained at such location. Report - as defined in Section 12.2.3. Reportable Event - any event set forth in Section 4043(b) or (f)of ERISA for which the notice requirements of said section have not been waived.
Appears in 1 contract
Purchase Money Debt. (ai) Debt (other than the Obligations) for payment of any of the purchase price of fixed assets; (bii) Debt (other than the Obligations) incurred within 10 90 days before or after acquisition of any fixed assets, for the purpose of financing any of the purchase price thereof; and (ciii) any renewals, extensions or refinancings (but not increases) thereof. Purchase Money Lien - a Lien that secures Purchase Money Debt, encumbering only the fixed assets acquired with such Debt, Debt and constituting a Capital Lease capital lease or a purchase money security interest under the UCC or a leasing agreement, installment sale or sale with a right of redemption governed by the Civil Code of Quebec. RCRA - the Resource Conservation and Recovery Act (42 U.S.C. ss.ss. 6991-6991i)UCC. Real Estate - – all right, titxx xxd title and interest (whether as owner, lessor or lessee) in any each parcel of real Property or any buildings, structures, parking areas or other improvements thereonthereon and any fixtures relating thereto having a fair market value in excess of $250,000. Refinancing Conditions - the following conditions for Refinancing Debt: (ai) it is in an aggregate principal amount that does not exceed the principal amount of the Debt being extended, renewed or refinanced; (bii) it has a final maturity no sooner than, a weighted average life no less than, and an interest rate no greater than, the Debt being extended, renewed or refinanced; (ciii) it is subordinated to the Obligations at least to the same extent as the Debt being extended, renewed or refinanced; (div) the representations, covenants and defaults applicable to it are no less favorable to Borrower Borrowers than those applicable to the Debt being extended, renewed or refinanced; (ev) no additional Lien is granted to secure it; (fvi) no additional Person is obligated on such Debt; and (gvii) upon giving effect to it, no Default or Event of Default exists. Refinancing Debt - Money Borrowed Money that is the result of an extension, renewal or refinancing of Debt permitted under Section 10.2.1(b9.2.9(ii), (c), (div) or (fvi). Regulation D - Regulation D of the Board of Governors. Register - the register maintained by Agent in accordance with Section 4.8.2 of the Agreement.
Appears in 1 contract
Purchase Money Debt. (ai) Debt (other than the Obligations) for payment of any of the purchase price of fixed assets; (bii) Debt (other than the Obligations) incurred within 10 90 days before or after acquisition of any fixed assets, for the purpose of financing any of the purchase price thereof; (iii) Capitalized Lease Obligations; and (civ) any renewals, extensions or refinancings (but not increases) thereof. Purchase Money Lien - a Lien that secures Purchase Money Debt, encumbering only the fixed assets acquired with such Debt, Debt and constituting a Capital Lease capital lease or a purchase money security interest under the UCC UCC. Qualified ECP - an Obligor with total assets exceeding $10,000,000, or that constitutes an “eligible contract participant” under the Commodity Exchange Act and can cause another Person to qualify as an “eligible contract participant” under Section 1a(18)(A)(v)(II) of such act. Qualified Equity Interests - any Equity Interests that are not a leasing agreement, installment sale or sale with a right of redemption governed by the Civil Code of Quebec. RCRA - the Resource Conservation and Recovery Act (42 U.S.C. ss.ss. 6991-6991i)Disqualified Equity Interests. Real Estate - – all right, titxx xxd title and interest (whether as owner, lessor or lessee) in any each parcel of real Property or any buildings, structures, parking areas or other improvements thereonthereon and any fixtures relating thereto having a fair market value in excess of $250,000. Recipient - Agent, Letter of Credit Issuer, any Lender or any other recipient of a payment to be made by an Obligor under a Loan Document or on account of an Obligation. Refinancing Conditions - the following conditions for Refinancing Debt: (ai) it is in an aggregate principal amount that does not exceed the principal amount of the Debt being extended, renewed or refinancedrefinanced plus the amount of premiums paid thereon and the fees and expenses incurred in connection therewith; (bii) it has a final maturity no sooner than, a weighted average life no less than, and an interest rate no greater than, the Debt being extended, renewed or refinanced; (ciii) it is subordinated to the Obligations at least to the same extent as the Debt being extended, renewed or refinanced; (div) the representations, covenants and defaults applicable to it are no less favorable to Borrower more onerous or restrictive in any material respect for any Borrower, Subsidiary, or the Lenders than those applicable to the Debt being extended, renewed or refinanced; (ev) no additional Lien is granted to secure it; (fvi) no additional Person is obligated on such Debt; and (gvii) upon giving effect to it, no Default or Event of Default exists; and (viii) with respect to a refinancing of the Term Loans, the representative(s) of the holders of such Debt shall have joined the ABL/Term Loan Intercreditor Agreement in accordance with its terms or entered into an intercreditor agreement with Agent on substantially similar terms as set forth in the ABL/Term Loan Intercreditor Agreement. Refinancing Debt - Money Borrowed Money that is the result of an extension, renewal or refinancing of Debt permitted under Section 10.2.1(b9.2.9(ii), (civ), (dvi) or (fix); provided that the Refinancing Conditions have been satisfied. Regulation D - Regulation D of the Board of Governors. Register - the register maintained by Agent in accordance with Section 4.8.2 of the Agreement.
Appears in 1 contract
Purchase Money Debt. (a) Debt (other than the Obligations) for payment of any of the purchase price of fixed assets; (b) Debt (other than the Obligations) incurred within 10 days before or after acquisition of any fixed assets, for the purpose of financing any of the purchase price thereof; (c) Capital Leases and (cd) any renewals, extensions or refinancings (but not increases) thereof. Purchase Money Lien - — a Lien that secures Purchase Money Debt, encumbering only the fixed assets acquired with such Debt, and any proceeds thereof, and constituting a Capital Lease or Lease, a purchase money security interest under the UCC or a leasing agreement, installment sale or sale with a right of redemption governed by the Civil Code of Quebecpurchase money mortgage. RCRA - — the Resource Conservation and Recovery Act (42 U.S.C. ss.ss. §§ 6991-6991i). Real Estate - — all right, titxx xxd title and interest (whether as owner, lessor or lessee) in any real Property or any buildings, structures, parking areas or other improvements thereon. Refinance — in respect of any Debt, to refinance, extend, renew, defease, supplement, restructure, replace or repay such Debt, or to issue other Debt in exchange or replacement for such Debt, in whole or in part, whether with the same or different lenders, arrangers or agents, “Refinanced” and “Refinancing” shall have correlative meanings. Refinancing Conditions - — the following conditions for Refinancing Debt: (a) it is in an aggregate principal amount that does not exceed the principal amount of the Debt being extended, renewed or refinanced, plus the amount of any premiums required to be paid thereon, accrued interest and reasonable fees and expenses associated therewith; (b) it has a final maturity no sooner than, a weighted average life no less than, and an interest rate no greater than, on market terms for the type of Debt being refinanced, extended, renewed or refinancedrenewed; (c) it is subordinated to the Obligations at least to the same extent as the Debt being extended, renewed or refinanced; (d) the representations, covenants and defaults applicable to it are no less favorable to Borrower than those applicable to on market terms for the type of Debt being extended, renewed or refinanced; (e) no additional Lien is granted to secure itit (other than to secure the additional Debt permitted to be incurred pursuant to clause (a) of this definition); provided that with respect to any extension, renewal or refinancing of the Senior Note Debt, Liens may be granted to the holders thereof so long as such Liens are permitted under Section 10.2.2(s); (f) no additional Person is obligated on such Debt; provided that with respect to any extension, renewal or refinancing of the Senior Note Debt, any Obligor may be obligated in respect thereof; and (g) upon giving effect to it, no Default or Event of Default exists. Refinancing Debt - Borrowed Money that is the result of an extension, renewal or refinancing of Debt permitted under Section 10.2.1(b), (c), (d) or (f).
Appears in 1 contract
Purchase Money Debt. (a) Debt (other than the Obligations) for payment of any of the purchase price of fixed assets; (b) Debt (other than the Obligations) incurred within 10 days before or after acquisition of any fixed assets, for the purpose of financing any of the purchase price thereof; (c) Capital Leases and (cd) any renewals, extensions or refinancings (but not increases) thereof. Purchase Money Lien - — a Lien that secures Purchase Money Debt, encumbering only the fixed assets acquired with such Debt, and any proceeds thereof, and constituting a Capital Lease or Lease, a purchase money security interest under the UCC or a leasing agreement, installment sale or sale with a right of redemption governed by the Civil Code of Quebecpurchase money mortgage. RCRA - — the Resource Conservation and Recovery Act (42 U.S.C. ss.ss. §§ 6991-6991i). Real Estate - — all right, titxx xxd title and interest (whether as owner, lessor or lessee) in any real Property or any buildings, structures, parking areas or other improvements thereon. Refinance — in respect of any Debt, to refinance, extend, renew, defease, supplement, restructure, replace or repay such Debt, or to issue other Debt in exchange or replacement for such Debt, in whole or in part, whether with the same or different lenders, arrangers or agents, “Refinanced” and “Refinancing” shall have correlative meanings. Refinancing Conditions - — the following conditions for Refinancing Debt: (a) it is in an aggregate principal amount that does not exceed the principal amount of the Debt being extended, renewed or refinancedRefinanced, plus the amount of any premiums required to be paid thereon, accrued interest and reasonable fees and expenses associated therewith; provided that with respect to any extension, renewal or Refinancing of the Senior Note Debt, the principal amount of the Debt under such extension, renewal or Refinancing shall not exceed $600,000,000; provided further, that with respect to any extension, renewal or Refinancing of the Mortgage Loan Debt, the principal amount of the Debt under such extension, renewal or Refinancing shall not exceed $260,000,000; (b) it has a final its stated maturity no sooner than, a weighted average life no less than, and an interest rate no greater than, shall be later than the Debt being extendedRefinanced, renewed extended or refinancedrenewed; (c) it the weighted average life to maturity of such Refinancing Debt is subordinated not less than the weighted average life to the Obligations at least to the same extent as maturity of the Debt being extendedRefinanced, renewed extended or refinancedrenewed; (d) the representations, covenants and defaults interest rate applicable to it are no less favorable to Borrower than those applicable to the Debt being extended, renewed or refinanced; (e) no additional Lien is granted to secure it; (f) no additional Person is obligated on such Debt; and (g) upon giving effect to it, no Default or Event of Default exists. Refinancing Debt - Borrowed Money that is the result (taking account of an extension, renewal or refinancing of Debt permitted under Section 10.2.1(b), (c), (d) or (f).any original issue
Appears in 1 contract
Purchase Money Debt. (a) Debt (other than the Obligations) for payment of any of the purchase price of fixed assets; (b) Debt (other than the Obligations) incurred within 10 ninety (90) days before or after acquisition of any fixed assets, for the purpose of financing any of the purchase price thereofthereof (or the cost of design, construction, installation or improvement of such assets); and (c) any renewals, extensions or refinancings thereof (but not increases) thereofexcluding increases other than the amount of accrued and unpaid interest thereon and fees, costs, expenses and premiums incurred in connection therewith). Purchase Money Lien - Lien: a Lien that secures Purchase Money Debt, encumbering only the fixed assets acquired with such DebtDebt (and improvements, repairs, additions, attachments and accessions thereto, parts, replacements and substitutions therefor, and products and proceeds thereof) and constituting a Capital Lease or a purchase money security interest under the UCC UCC. Qualified ECP: an Obligor with total assets exceeding $10,000,000, or a leasing agreement, installment sale or sale with a right that constitutes an “eligible contract participant” under the Commodity Exchange Act and can cause another Person to qualify as an “eligible contract participant” under Section 1a(18)(A)(v)(II) of redemption governed by the Civil Code of QuebecCommodity Exchange Act. RCRA - RCRA: the Resource Conservation and Recovery Act (42 U.S.C. ss.ss. §§ 6991-6991i). Real Estate - Estate: all right, titxx xxd title and interest (whether as owner, lessor or lessee) in any real Property or any buildings, structures, parking areas or other improvements thereon. Refinancing Conditions - Conditions: the following conditions for Refinancing Debt: (a) it is in an aggregate principal amount that does not exceed the principal amount of the Debt being extended, renewed or refinancedrefinanced (plus the amount of accrued and unpaid interest thereon and fees, costs, expenses and premiums incurred in connection therewith); (b) it has a final maturity no sooner thanprovided, a weighted average life no less thanhowever, and an interest rate no greater thanthat in the case of Refinancing Debt in respect of the Senior Notes, the principal amount of such Refinancing Debt being extended, renewed or refinanced; (c) it is subordinated with respect to the Obligations at least to Senior Notes may be in an aggregate amount (together with any remaining secured outstanding obligations under the same extent as the Debt being extended, renewed or refinanced; (d) the representations, covenants and defaults applicable to it are no less favorable to Borrower than those applicable to the Debt being extended, renewed or refinanced; (e) no additional Lien is granted to secure it; (f) no additional Person is obligated on such Debt; and (g) upon Senior Notes after giving effect to itsuch Refinancing Debt) of up to (but not in excess of) $600,000,000, no Default or Event provided that in the case of Default exists. the Senior Notes, in connection with entering into any such Refinancing Debt - Borrowed Money that Debt, to the extent the Intercreditor Agreement is then in effect and applicable to such Refinancing Debt, the result ABL Cap Amount (as defined in the Intercreditor Agreement) is increased to at least 110% of an extension, renewal or refinancing of Debt permitted under Section 10.2.1(b), (c), (d) or (f).the
Appears in 1 contract
Purchase Money Debt. (a) Debt (other than the Obligations) for payment of any of the purchase price of fixed assets; (b) Debt (other than the Obligations) incurred within 10 ten (10) days before or after acquisition of any fixed assets, for the purpose of financing any of the purchase price thereof; and (c) any renewals, extensions or refinancings (but not increases) thereof. Purchase Money Lien - a Lien that secures Purchase Money Debt, encumbering only the fixed assets (and the proceeds thereof and the agreement with respect thereto) acquired with such Debt, Debt and constituting a Capital Lease or a purchase money security interest under the UCC UCC. Qualified Cash - as of any date of determination, the amount of unrestricted cash and Cash Equivalents of Borrowers and their Subsidiaries that is in Deposit Accounts or in Securities Accounts, or any combination thereof, and which such Deposit Account or Securities Account is the subject of a leasing agreementControl Agreement and is maintained by a branch office of the bank or securities intermediary located within the United States. RBS - RBS Business Capital, installment sale a division of RBS Asset Finance, Inc., a New York corporation, and its successors and assigns. RBS Accounts - Accounts owing from RBS or sale with a right any of redemption governed by the Civil Code of Quebecits Affiliates. RCRA - the Resource Conservation and Recovery Act (42 U.S.C. ss.ssSec.Sec. 6991-6991i). Real Estate - all right, titxx xxd title and interest (whether as owner, lessor or lessee) in any real Property or any buildings, structures, parking areas or other improvements thereon. Refinancing Conditions - the following conditions for Refinancing Debt: (a) it is in an aggregate principal amount that does not exceed the principal amount of the Debt being extended, renewed or refinanced; (b) it has a final maturity no sooner than, a weighted average life no less than, and an initial interest rate no greater than, the Debt being extended, renewed or refinanced; (c) it is subordinated to the Obligations at least to the same extent extent, if any, as the Debt being extended, renewed or refinanced; (d) the representations, financial covenants and defaults applicable to it are no less favorable in any material respect to Borrower Borrowers and the other Loan Parties than those applicable to the Debt being extended, renewed or refinanced; (e) no additional Lien on any other type of Property is granted to secure it; (f) no additional Person Loan Party is obligated on such DebtDebt other than the Loan Parties that were obligated under the existing Debt being refinanced; and (g) upon giving effect to it, no Default or Event of Default exists. Refinancing Debt - Borrowed Money that is the result of an extension, renewal or refinancing of Debt permitted under Section 10.2.1(b), (c), (d), (e), (k), (n) or (fo). Reimbursement Date - as defined in Section 2.3.2. Reinvestment Conditions - as defined in Section 5.3.1.
Appears in 1 contract
Samples: Loan and Security Agreement (Hudson Highland Group Inc)
