Warehouse Financing Clause Samples
The Warehouse Financing clause establishes the terms under which a borrower can obtain short-term funding by using inventory or other assets stored in a warehouse as collateral. Typically, this clause outlines the types of assets eligible for financing, the process for verifying and valuing the collateral, and the lender’s rights to access or control the warehouse in case of default. Its core function is to provide liquidity to businesses by leveraging their stored goods, thereby addressing cash flow needs without requiring the sale of inventory.
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Warehouse Financing. (A) If the Closing Date is prior to February 28, 2012, the Company, together with the Company Subsidiaries, shall have Third Party Warehouse Agreements (i) with aggregate commitments of at least $4.25 billion, there shall be no breach or default under such Third Party Warehouse Agreements and the Company shall reasonably expect that it will be able to satisfy all conditions to funding under such agreements, (ii) with terms such that Third Party Warehouse Agreements that have aggregate commitments of at least $1.2 billion shall have a maturity of no earlier than two years following the later of the respective dates of such Third Party Warehouse Agreements and the latest renewal, extension or rollover of such Third Party Warehouse Agreements and (iii) (x) in the case of Third Party Warehouse Agreements entered into after the date of this Agreement, with terms that are not materially less favorable to the Company in the aggregate than the terms of the Comparable Facility and (y) in the case of Third Party Warehouse Agreements the maturities of which are extended after the date of this Agreement, with margins and advance rates that are not materially less favorable to the Company in the aggregate than the comparable terms of the Comparable Facility and the other terms of such extended Third Party Warehouse Agreements are not materially less favorable in the aggregate than the terms of such Third Party Warehouse Agreements prior to such extension; provided that clauses (x) and (y) shall be satisfied with respect to the margins of such Third Party Warehouse Agreements if such margins do not exceed the margins of the Comparable Facility by more than 40 basis points.
Warehouse Financing. Notwithstanding Sections 9.06, 9.07 and -------------------
(A) Borrower may effect the Disposition of, incur a Mortgage in respect of, or enter into a sale/leaseback transaction (each, a "Proceeds -------- Transaction") with respect to, the Existing Warehouse Facility, if: -----------
(1) At the time of consummation of such Proceeds Transaction:
(a) no Default or Event of Default then exists or would arise therefrom;
(b) Borrower is in compliance with all covenants in Section 9 and will be in compliance therewith on a pro forma basis after giving effect thereto, including Section 9.11 on a pro forma basis as if the Proceeds Transaction had occurred at the beginning of the Measurement Period most recently ended;
(c) Borrower's Senior Debt Leverage Ratio, on a pro forma basis, as of the Measurement Period most recently ended is less than 3.00:1.00; and
(d) the Net Available Proceeds therefrom are held in the Collateral Account pending the application thereof contemplated by clauses (2) and (3) below of this clause (A).
(2) Within 360 days of the Proceeds Transaction, the Net Available Proceeds therefrom are:
(a) used or committed to be used pursuant to written documents provided to the Administrative Agent for the construction of the New Warehouse Facility; or
(b) used to repay or prepay the New Warehouse Financing or the Term Loans.
(3) On the 361st day after the Proceeds Transaction (or such earlier date on which the New Warehouse Facility has been constructed or the New Warehouse Financing shall have been repaid in full), the Term Loans shall be prepaid as specified in Section 2.10(b) in an amount equal to 50% of any Net Available Proceeds of the Proceeds Transaction remaining after the uses thereof permitted by clause (2) of this clause (A) above (the "Remaining Amount"). The remaining 50% of the ---------------- Remaining Amount may be used by Borrower in any manner permitted by the Credit Documents.
(B) Borrower may incur the New Warehouse Financing if: (w) immediately after giving effect thereto no Default or Event of Default shall have occurred and be continuing or would arise therefrom, (x) Borrower shall be in compliance with all covenants in Section 9.11 on a pro forma basis as if such Indebted- ness had been incurred at the beginning of the most recent Measurement Period, (y) Borrower's Senior Debt Leverage Ratio, on a pro forma basis after giving effect to the incurrence of such Indebtedness, as of the end of the Measurement Period most recentl...
Warehouse Financing. 88 9.20. Limitation on Certain Restrictions Affecting Subsidiaries.............................. 89 9.21.
Warehouse Financing. Create, incur, assume, suffer to exist, or otherwise become or be liable in respect of, or permit any of its Subsidiaries to create, incur, assume, suffer to exist, or otherwise become liable in respect of, any other warehouse financing without Agent's prior written consent.
Warehouse Financing. Funded Liabilities. Create, incur, assume, --------------------------------------- suffer to exist, or otherwise become or be liable in respect of, or permit any of its Subsidiaries to create, incur, assume, suffer to exist, or otherwise become liable in respect of, any other warehouse financing (either on a committed or uncommitted basis) in any amount or any other Funded Liabilities in excess of $500,000 without prior written notice to Lender, provided, as set forth in Section 6.1(k), Borrower shall cause each such other warehouse lender to provide collateral reports to Lender on a regular basis as requested and to compare such reports on an "as-needed" basis and, if required by Lender, to enter into an intercreditor agreement with Lender to such effect.