Carve Out Reserves definition

Carve Out Reserves means, at any time, such reserves as the Administrative Agent, from time to time, determines in its Permitted Discretion as being appropriate to reflect (i) the remaining available amount of the Carve Out Cap at such time, if any and (ii) the accrued but unpaid fees, costs and expenses of professionals retained by the Loan Parties and the Creditors’ Committee at such time, in each case as set forth in the most recently delivered Revolving Borrowing Base Certificate.
Sample 1Sample 2
Carve Out Reserves means, at any time, the reserves established by Administrative Agent or Collateral Agent in an amount equal to the sum of (a) the aggregate remaining available amount of the Carve Out Cap at such time, if any and (b) $500,000 (or any such lesser unused amount) to be used in accordance with clause (c) of the definition of "Carve Out."
Sample 1Sample 2
Carve Out Reserves has the meaning set forth in the Financing Orders.
Sample 1Sample 2

Examples of Carve Out Reserves in a sentence

  • Amounts payable on account of allowed Professional Fees and Expenses shall not be limited or be deemed limited to funds held in the Carve Out Reserves.

  • Further, notwithstanding anything to the contrary herein, (i) the failure of the Carve Out Reserves to satisfy in full the Professional Fees and Expenses shall not affect the priority of the Carve Out, and (ii) in no way shall the Carve Out, the Carve Out Reserves, or the Budget or any of the foregoing be construed as a cap on the amount of the Professional Fees and Expenses due and payable by the Debtors or that may be allowed by the Court at any time (whether by interim order, final order, or otherwise).

  • On the Carve Out Notice Date, the Carve Out Notice shall constitute a demand to utilize all of the Debtors’ cash on hand to fund the Carve Out Reserves.

  • All payments and reimbursements made from the Carve Out Reserves after the delivery of a Carve Out Notice shall permanently reduce the Carve Out on a dollar-for-dollar basis.

  • Funds transferred to the Carve Out Reserves shall not (i) be subject to the Adequate Protection Claims, the Adequate Protection Liens, or any claim, liens or securityinterests granted to any other party or (ii) constitute Cash Collateral; provided, however, that the First Lien Agent shall have a reversionary interest in any funds held in the Carve Out Reserves, as set forth herein.

  • Funds transferred to the Carve Out Reserves shall not (i) be subject to the Adequate Protection Claims, the Adequate Protection Liens, or any claim, liens or security interests granted to any other party or (ii) constitute Cash Collateral; provided, however, that the First Lien Agent shall have a reversionary interest in any funds held in the Carve Out Reserves, as set forth herein.

  • Notwithstanding anything to the contrary in this Interim Order, following delivery of a Carve Out Notice, the First Lien Collateral Agent shall not sweep or foreclose on Cash Collateral until the Carve Out Reserves have been fully funded, but shall have a security interest in any residual interest in such Carve Out Reserves, with any excess paid in accordance with Paragraph 7(c) of this Interim Order.

  • Further, notwithstanding anything to the contrary in this Final Order, (i) the failure of the Carve Out Reserves to satisfy in full the Allowed Professional Fees shall not affect the priority of the Carve Out, and (ii) in no way shall the Budget, Carve Out, Post-Carve Out Trigger Notice Cap, Carve Out Reserves, or any of the foregoing be construed as a cap or limitation on the amount of the Allowed Professional Fees due and payable by the Debtors.

  • Upon the foregoing weekly funding, the Debtors’ authorization to use Cash Collateral to fund the Carve Out Reserves on account of, and the liens and claims of the Agents and Lenders shall cease being subordinated to the Carve Out with respect to any Allowed Professional Fees incurred through the Calculation Date for the most recent Weekly Statement delivered in accordance with Section 4(b) above.

  • Notwithstanding anything to the contrary in this Interim Order, the Debtors shall be permitted to use Cash Collateral in accordance with the Budget but not to fund the Carve Out Reserves, until the expiration of the Remedies Notice Period.


More Definitions of Carve Out Reserves

Carve Out Reserves has the meaning provided in the DIP Order.
Sample 1Sample 2
Carve Out Reserves means a reserve, calculated on a monthly basis in an amount not less than the sum of (1) $500,000 plus (2) the budgeted fees and expenses of the Professionals for any prior month(s), the current month and the immediately following month minus (3) any amount of the previously budgeted fees and expenses of the Professionals that have been paid (it being understood that the Administrative Charge shall be included when calculating the fees and expenses of Professionals noted herein, to the extent a CCAA Case shall then be pending), plus (4) an amount in respect of the Directors’ and Officers’ Charge as shall be agreed to by the Agent, the Majority Lenders, and the Borrower and approved by the Canadian Court (such amount to be included in the Carve-Out Reserves only to the extent a CCAA Case shall then be pending).
Sample 1
Carve Out Reserves has the meaning specified in Section 10.05(e).
Sample 1

Related to Carve Out Reserves

  • Interest Reserve means, for any Calculation Period, the product (expressed as a percentage) of (i) 1.5 times (ii) the Alternate Base Rate as of the immediately preceding Cut-Off Date times (iii) a fraction the numerator of which is the highest Days Sales Outstanding for the most recent 12 Calculation Periods and the denominator of which is 360.

  • Replacement Reserve As defined in Section 9.5.1.

  • Interest Reserve Amount has the meaning set forth in Section 5.1(d).

  • Capital Expenditure Reserve means, on an annual basis, an amount equal to $0.15 per square foot for each property owned by a Borrower or the Parent (or a Subsidiary thereof).

  • PDP Reserves means Proven Reserves which are categorized as both "Developed" and "Producing" in the definitions promulgated by the Society of Petroleum Evaluation Engineers and the World Petroleum Congress as in effect at the time in question.

  • Cash Management Reserves means such reserves as the Administrative Agent, from time to time, determines in its Permitted Discretion as being appropriate to reflect the reasonably anticipated liabilities and obligations of the Loan Parties with respect to Cash Management Services then provided or outstanding.

  • Bank Product Reserves means all reserves which the Agent from time to time establishes in its reasonable discretion for the Bank Products then provided or outstanding.

  • Cash Reserve means (i) at any time after the occurrence and during the continuation of a Level One Trigger, [*] of the aggregate Investment at such time and (ii) at any other time, an amount equal to 1% of the aggregate Investment at such time.

  • Bank Product Reserve means the aggregate amount of reserves established by the Administrative Agent from time to time in its Permitted Discretion in respect of Secured Bank Product Obligations.

  • Probable Reserves under SEC Industry Guide 7 means reserves for which quantity and grade and/or quality are computed from information similar to that used for proven reserves, but the sites for inspection, sampling and measurement are farther apart or are otherwise less adequately spaced. The degree of assurance, although lower than that for proven reserves, is high enough to assume continuity between points of observation.

  • Loan Loss Reserves means funds held by the Seller to cover potential losses in connection with the mortgage loans owned in the Seller’s portfolio, including without limitation any amounts required to be maintained and held as a loan loss reserve in accordance with GAAP and any other regulatory requirement applicable to the Seller.

  • Capital Reserves means, for any period and with respect to a Property, an amount equal to (a) $0.05 per square foot times (b) a fraction, the numerator of which is the number of days in such period and the denominator of which is 365. If the term Capital Reserves is used without reference to any specific Property, then the amount shall be determined on an aggregate basis with respect to all Properties of the Trust and its Subsidiaries and a proportionate share of all Properties of all Unconsolidated Affiliates.

  • Yield Reserve means, on any date, an amount equal to: (a) the Capital at the close of business of the Servicer on such date multiplied by (b)(i) the Yield Reserve Percentage on such date divided by (ii) 100% minus the Yield Reserve Percentage on such date.

  • Replacement Reserve Agreement means a Replacement Reserve and Security Agreement, reasonably required by the Lender, and completed in accordance with the requirements of the DUS Guide.

  • LC Reserve the aggregate of all LC Obligations, other than (a) those that have been Cash Collateralized; and (b) if no Default or Event of Default exists, those constituting charges owing to the Issuing Bank.

  • Non-Financed Capital Expenditures means Capital Expenditures paid in cash and not financed with Indebtedness for borrowed money.

  • Rent Reserve means, with respect to any plant, warehouse distribution center or other operating facility where any Inventory subject to landlords’ Liens or other Liens arising by operation of law is located and a Collateral Access Agreement has not been duly executed and delivered by the lessor or bailee at such location, a reserve equal to three (3) month’s rent at such plant, warehouse distribution center, or other operating facility, and such other reserve amounts that may be determined by the Administrative Agent in its reasonable discretion.

  • Unfinanced Capital Expenditures means, with respect to any Person and for any period, Capital Expenditures made by such Person during such period and not financed from any Net Cash Proceeds or Revolving Loans.

  • road reserve ’ means the area contained within the statutory width of a road, and includes roadways, shoulders and sidewalks and the airspace above such roadways, shoulders and sidewalks and all other areas within the road reserve boundary;

  • Availability Reserves means, without duplication of any other Reserves or items to the extent such items are otherwise addressed or excluded through eligibility criteria, such reserves as Agent from time to time determines in its Permitted Discretion as being appropriate (a) to reflect the impediments to Agent’s ability to realize upon the Collateral, (b) to reflect claims and liabilities that Agent determines in its Permitted Discretion will need to be satisfied in connection with the realization upon the Collateral, (c) to reflect criteria, events, conditions, contingencies or risks which adversely affect any component of the Borrowing Base, or the assets, business, financial performance or financial condition of any Credit Party, or (d) to reflect that a Default or an Event of Default then exists. Without limiting the generality of the foregoing, Availability Reserves may include, in Agent’s Permitted Discretion, (but are not limited to) reserves based on: (i) Rent Reserves; (ii) customs duties, and other costs to release Inventory which is being imported into the United States of America; (iii) outstanding Taxes and other governmental charges, including, without limitation, ad valorem, real estate, personal property, sales, claims of the PBGC and other Taxes which may have priority over the interests of Agent in the Collateral; (iv) salaries, wages and benefits due to employees of any Borrower, (v) Customer Credit Liabilities, (vi) Customer Deposits, (vii) reserves for reasonably anticipated changes in the Appraised Value of Eligible Inventory between appraisals, (viii) warehousemen’s or bailee’s charges and other Permitted Liens which may have priority over the interests of Agent in the Collateral, (ix) amounts due to vendors on account of consigned goods, (x) Cash Management Reserves, (xi) Bank Products Reserves, and (xi) royalties payable in respect of licensed merchandise.

  • Operating Reserve means generation capacity or load reduction capacity which can be called upon on short notice by either Party to replace scheduled energy supply which is unavailable as a result of an unexpected outage or to augment scheduled energy as a result of unexpected demand or other contingencies.

  • Spinning Reserve means the ability to immediately and automatically increase generation or reduce demand in response to a fall in frequency;

  • Approved Capital Expenditures means Capital Expenditures incurred by Borrower and either (i) included in the Approved Annual Budget or (ii) approved by Lender, which approval shall not be unreasonably withheld or delayed.

  • Disputed Claims Reserve means a reserve of Cash that may be funded on or after the Effective Date pursuant to Article VII.E hereof.

  • Reserve Draw Amount shall have the meaning specified in subsection 4.12(c).

  • FF&E Reserve shall have the meaning given such term in Section 5.1.2(a).