Borrowing Base Subsidiary definition

Borrowing Base Subsidiary means (a) any Guarantor Subsidiary and (b) any direct or indirect wholly-owned Domestic Subsidiary of Borrower or any Guarantor Subsidiary.

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Borrowing Base Subsidiary means a Wholly Owned Subsidiary of Borrower or an Unencumbered Pool Property Controlled Subsidiary that directly owns or leases an Unencumbered Pool Property.

Borrowing Base Subsidiary means, at any time, any Subsidiary of the Company which owns or controls any Properties and any Subsidiary that owns or controls, directly or indirectly, another Subsidiary that owns or controls any Properties. The Borrowing Base Subsidiaries of the Company as of the Global Effective Date are listed on Schedule 8.8 hereto.

Examples of Borrowing Base Subsidiary in a sentence

• Each Loan Party and Borrowing Base Subsidiary is in compliance with each Governmental Approval applicable to it and in compliance with all other Applicable Laws (including without limitation, Environmental Laws) relating to such Loan Party and Borrowing Base Subsidiary except for noncompliances which, and Governmental Approvals the failure to possess which, could not, individually or in the aggregate, reasonably be expected to cause a Default or Event of Default or have a Material Adverse Effect.

• REIT shall continue to own, directly or indirectly, not less than eighty-five percent (85%) of the economic, voting and beneficial interest in the Borrower and shall be the sole general partner of the Borrower and the Borrower (or as provided in clause (e) of the definition of Change of Control, Borrower and REIT) shall continue to own, directly or indirectly, one hundred percent (100%) of the economic, voting and beneficial interest in each Borrowing Base Subsidiary.

• Each Borrowing Base Subsidiary is a Wholly Owned Subsidiary of the Borrower (or as permitted under this Agreement, Borrower and REIT).

• Upon any such transfer of Borrowing Base Assets to a Person other than a Borrowing Base Subsidiary, such transferred assets shall cease to constitute Borrowing Base Assets and upon any such transfer of Borrowing Base Asset Proceeds (or any transfer of such Borrowing Base Asset Proceeds pursuant to Section 2.06(e)) to a Person other than a Secured Guarantor, such amounts shall cease to constitute Borrowing Base Asset Proceeds.

• If, as of any date, a Borrowing Base Subsidiary no longer owns any Borrowing Base Properties (or any profits or proceeds of any Borrowing Base Property arising from any sale, transfer, Casualty, Taking or otherwise) then the Administrative Agent shall, upon the written request of the Administrative Borrower, release such Borrowing Base Subsidiary from its obligations hereunder and under the other Financing Documents, unless a Default or Event of Default exists or would result from such release.

More Definitions of Borrowing Base Subsidiary

Borrowing Base Subsidiary means, at any time, any Subsidiary of ESR OP that (i) (x) owns a Borrowing Base Property at such time and/or (y) is the lessee under an Eligible Ground Lease in respect of a Borrowing Base Property at such time or (ii) owns, directly or indirectly, any Equity Interests in a Subsidiary of the type specified in clause (i) of this definition.

Borrowing Base Subsidiary means each Subsidiary that directly owns any Borrowing Base Asset (or, with respect to any Borrowing Base Asset that is a Starwood Fund Investment Asset, directly owns the applicable Starwood Fund Equity Interests) or receives any Fee-Related Earnings that contribute to Servicing Fee EBITDA.

Borrowing Base Subsidiary means any Subsidiary of the Borrower whose equity interests constitute Borrowing Base Eligible Assets pursuant to subclauses (i)(y) or (i)(z) of the definition of Borrowing Base Eligibility Criteria and shall include, without limitation, all Borrowing Base Debt Subsidiaries listed on Schedule C-2.

Borrowing Base Subsidiary means any Subsidiary which owns a Borrowing Base Property.

Borrowing Base Subsidiary also shall be a Borrower until such time, if any, as released pursuant to Section 4.04(b) hereof.

Borrowing Base Subsidiary means any Subsidiary of the Borrower whose equity interests constitute Borrowing Base Eligible Assets pursuant to subclauses (i)(y) or (i)(z) of the definition of Borrowing Base Eligibility Criteria and shall include, without limitation, all Borrowing Base Debt Subsidiaries listed on Schedule C-2. “Borrowing Base Value” means, with respect to any Borrowing Base Eligible Asset as of any date of determination, the sum of (a) product of (x) the Applicable Advance Rate for such Borrowing Base Eligible Asset as of such date and (y) the Assigned Value of such Borrowing Base Eligible Asset as of such date, plus (b) the consolidated unrestricted cash and Cash Equivalent of the Borrower and its Subsidiaries. “Business Day” means a day when major commercial banks are open for business in New York, New York, other than Saturdays or Sundays and, if the applicable Business Day relates to any LIBOR Rate Loan, a day on which dealings are carried on by banks in the London interbank market. “Capitalized Lease Obligations” means with respect to any Person, the amount of all obligations of such Person to pay rent or other amounts under a lease of property to the extent and in the amount that such obligations are required to be classified and accounted for as a capital lease on a balance sheet of such Person in accordance with GAAP. “Cash Cure Amount” has the meaning set forth in Section 7.3(c). “Cash Equivalents” means (a) marketable direct obligations issued by, or unconditionally guaranteed by, the United States or issued by any agency thereof and backed by the full faith and credit of the United States, in each case maturing within 1 year from the date of acquisition thereof, (b) marketable direct obligations issued by any state of the United States or any political subdivision of any such state or any public instrumentality thereof maturing within 1 year from the date of acquisition thereof and, at the time of acquisition, having one of the two highest ratings obtainable from either Standard & Poor’s Rating Group (“S&P”) or ▇▇▇▇▇’▇ Investors Service, Inc. (“Moody’s”), (c) commercial paper maturing no more than 270 days from the date of creation thereof and, at the time of acquisition, having a rating of at least A-1 from S&P or at least P-1 from Moody’s, (d) certificates of deposit or bankers’ acceptances maturing within 1

Borrowing Base Subsidiary. As defined in §7.19(a)(i). A Borrowing Base Subsidiary may be a Subsidiary Guarantor.