Cash Settlement Reserves means, as of any date of determination, those reserves relating to cash receipts of Accounts that are collateral for the DLLFloorplan Indebtedness, the CNH Floorplan Indebtedness or any other Indebtedness, and that are deposited in any Deposit Account of Borrower subject to a Control Agreement and that Agent deems necessary or appropriate, in its Permitted Discretion and subject to Sections 2.1(c) and 2.2(c), to establish and maintain with respect to Eligible Accounts, the Revolver Borrowing Base, the Maximum Revolver Amount, the Floorplan Borrowing Base or the Maximum Floorplan Amount.
Cash Settlement Reserves means, as of any date of determination, those reserves relating to cash receipts of Accounts that are collateral for the DLL Floorplan Indebtedness, the CNH Floorplan Indebtedness, the NAB Indebtedness or any other Indebtedness, and that are deposited in any Deposit Account of a U.S. Borrower or the Australian Borrower subject to a Control Agreement and that Agent deems necessary or appropriate, in its Permitted Discretion and subject to Sections 2.1.1(c), 2.1.2(c), 2.2.1(c) and 2.2.2(c), to establish and maintain with respect to Eligible Accounts owed to a: (a) U.S. Borrower, the U.S. Revolver Borrowing Base, the U.S. Maximum Revolver Amount, the U.S. Floorplan Borrowing Base or the U.S. Maximum Floorplan Amount; or (b) Australian Borrower, the Australian Revolver Borrowing Base, the Australian Maximum Revolver Amount, the Australian Floorplan Borrowing Base or the Australian Floorplan Commitment. “CFC” means a controlled foreign corporation (as that term is defined in the IRC).
Cash Settlement Reserves means, as of any date of determination, those reserves relating to cash receipts of Accounts that are collateral for the DLLFloorplan Indebtedness, the CNH Floorplan Indebtedness or any other Indebtedness, and that are deposited in any Deposit Account of Borrower subject to a Control Agreement and that Agent deems necessary or appropriate, in its Permitted Discretion and subject to Sections 2.1(c) and 2.2(c), to establish and maintain with respect to Eligible Accounts, the Revolver Borrowing Base, the Maximum Revolver Amount, the Floorplan Borrowing Base or the Maximum Floorplan Amount. “CFC” means a controlled foreign corporation (as that term is defined in the IRC). “Change in Control” means that: (a) any Person or two or more Persons acting in concert, shall have acquired beneficial ownership, directly or indirectly, of Equity Interests of Borrower (or other securities convertible into such Equity Interests) representing 35% or more of the combined voting power of all Equity Interests of Borrower entitled (without regard to the occurrence of any contingency) to vote for the election of members of the Board of Directors of Borrower; (b) any Person or two or more Persons acting in concert, shall have acquired by contract or otherwise, or shall have entered into a contract or arrangement that, upon consummation thereof, will result in its or their acquisition of the power to exercise, directly or indirectly, a controlling influence over the management or policies of Borrower or control over the Equity Interests of such Person entitled to vote for members of the Board of Directors of Borrower on a fully-diluted basis (and taking into account all such Equity Interests that such Person or group has the right to acquire pursuant to any option right) representing 35% or more of the combined voting power of such Equity Interests; or (c) during any period of 24 consecutive months commencing on or after the Closing Date, the occurrence of a change in the composition of the Board of Directors of Borrower such that a majority of the members of such Board of Directors are not Continuing Directors; or (d) Borrower fails to own and control, directly or indirectly, 100% of the Equity Interests of each other Loan Party. “Change in Law” means the occurrence after the date of the Agreement of: (a) the adoption or effectiveness of any law, rule, regulation, judicial ruling, judgment or treaty, (b) any change in any law, rule, regulation, judicial ruling, judgment or treaty ...