Affirmative and Negative Covenants definition

Affirmative and Negative Covenants. Substantially the same as those described in Exhibit A to the Transaction Term Sheet in respect of the First Lien Credit Facility; provided, that any such covenants shall contain baskets and permissions that are less restrictive than those provided under the First Lien Credit Facility by a percentage to be mutually agreed.
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Affirmative and Negative Covenants. The Lender will include the following financial and portfolio performance covenants in the Facility, which covenants shall be satisfactory to Greenwich: Liquidity Test-- {$7.Slmm cash and/or warehouse availability Gross Margin Maintenance Test Net Worth Test Cash Flow Interest Coverage Test Debt to EB1TDA Test 3 month Rolling Average Delinquency and Gross Loss Tests for both the Facility and for UDC Managed Assets Remedies: To include Advance Rate adjustment (margin call), Capital Calls (as described hereinbelow in a UDC post-privatization environment) and the termination and wind down of the Facility. Conditions Precedent to Implementation of the Facility: To include: i) Execution of documentation and receipt of legal opinions in form and content acceptable to the Lender and its counsel; ii) Receipt of the Facility Commitment Fee; and iii)Receipt by the Lender of an executed Commitment Letter providing UDC with an Inventory Finance Facility of not less than $25 million with terms reasonably acceptable to the Lender. Conditions Precedent to the Privatization of UDC: The Guarantor will covenant that the privatization of UDC will meet the following conditions precedent: i) UDC will not use more than [$10] million of corporate cash will be used in a stock tender; ii) TJDC will not incur more than [$32] million of incremental subordinated term debt with a maturity of not less than [five] years in any stock tender; iii)Neither Ernie Garcia nor Greg Sullivan will ▇▇▇▇▇▇▇▇▇▇▇ in s▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇; iv) TJDC will have executed an inventory finance facility of not less than $25 million; v) MBIA shall have expressed written approval of the proposed transaction and its willingness and intent to continue as surety provider for UDC securitizations; vi) Kayne Anderson shall have committed ▇▇ ▇▇▇▇▇▇▇ ▇▇ receive not more than $4mm per annum (in not more than $1 mm per quarter installments) in repayment of its subordinated debt until such debt is retired OR Ernie Garcia shall personally commit t▇ ▇▇▇▇▇▇▇ ▇▇y repayment demand by Kayne Anderson in excess of the aforemen▇▇▇▇▇▇ ▇▇▇▇▇▇▇d repayment schedule; and vii)None of UDC's MBIA-wrapped term securitizations will be in breach of either a Performance or Event of Default Trigger, each as defined in such transaction's documentation when such privatization effort is commenced or executed upon.
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Examples of Affirmative and Negative Covenants in a sentence

  • Affirmative and Negative Covenants Same as New Second Lien Convertible Notes.

  • The Borrower covenants and agrees that so long as Lender has any Commitment hereunder or any Obligations remain unpaid, Borrower will comply with all of the Affirmative and Negative Covenants of Article 5 of the Existing Credit Agreement as if they had been made in conjunction with this Agreement.

  • The only Events of Default under the Loan Agreement shall be material breaches of the remaining Affirmative and Negative Covenants from Sections 5 and 6 of the Loan Agreement.

  • The Bank hereby waives the remedies available to the Bank on account of the violation of Section 6.0l(g)(3), bearing the heading Ratio of Total Funded Debt to EBITDA under the Affirmative and Negative Covenants of Borrower section of the Agreement, with respect to the Company's failure to meet this Ratio at May 27, 2000, and continuing through September 1, 2000.

  • So long as there are any Obligations or the BANK shall have any “Commitment” under the Credit Agreement, the GUARANTOR will comply with all applicable Affirmative and Negative Covenants set forth in Articles 6 and 7 of the Credit Agreement.

  • Affirmative and Negative Covenants: substantially consistent with the provisions of the Existing Bank Credit Documentation, provided that the restricted payment basket will be set at the level in effect on the closing date of the Existing Bank Credit Documentation and will not be reduced by restricted payments made pursuant thereto after such closing date and prior to the date of the Commitment Letter.

  • Paragraph 4 of the First Amendment to the Loan Agreement shall be amended to read in full as follows: Notwithstanding the Affirmative and Negative Covenants in the Loan Agreement that would prohibit the Brand Label Purchase, FBS Ag Credit hereby consents to the Brand Label Purchase subject to the following conditions: (i) the purchase price shall not exceed $6,000,000; and (ii) financing of the purchase price shall be repaid within 120 days from the closing of the transaction.

  • The Company acknowledges and agrees that the failure of the Company to comply with the Affirmative and Negative Covenants contained in Articles Three and Four increases the risk to Lender's investment above that contemplated and agreed to by the parties and the Company agrees that any failure to comply with the Affirmative and Negative Covenants is a Default and will be so treated by the Lender.

  • Notwithstanding anything contained in this Agreement to the contrary, this Agreement is subject to certain binding Affirmative and Negative Covenants ("Covenants") contained in a "Memorandum of Agreement" entered into by the Parties on the date of this Agreement.

  • Notwithstanding anything contained in this Agreement to the contrary, this Agreement is subject to certain binding Affirmative and Negative Covenants ("Covenants") contained in a "Memorandum of Agreement," entered into by the Parties on the date of this Agreement.