Collateral Exclusions definition
Collateral Exclusions means the following property of the Securitization Entities: (a) any license, other contract or permit, lease or sublease, in each case if the grant of a lien or security interest in the applicable Securitization Entity’s right, title and interest in, to or under such lease, sublease, license, contract or permit (or any rights or interests thereunder) in the manner contemplated by the Indenture (i) is prohibited by the terms of such license, contract or permit, lease or sublease (or any rights or interests thereunder) or would require consent of a third party (unless such consent has been obtained), (ii) would constitute or result in the abandonment, invalidation or unenforceability of any right, title or interest of the applicable Securitization Entity therein or (iii) would otherwise result in a breach thereof or the termination or a right of termination thereof, except to the extent that any such prohibition, consent, breach, termination or right of termination is rendered ineffective pursuant to the New York UCC or any other applicable Requirements of Law, (b) the Excepted Securitization IP Assets, (c) any leasehold interests in real property (unless otherwise pledged by the Securitization Entities), (d) the membership interests in Franchisor Holdco and (e) any Excluded Amounts.
Collateral Exclusions has the meaning set forth in Section 3.1(a) of the Base Indenture.
Collateral Exclusions means the following property of the Securitization Entities: (i) the Franchised Restaurant Leases, (ii) any other any lease, sublease, license, or other contract or permit, in each case if the grant of a lien or security interest in any of the Securitization Entities’ right, title and interest in, to or under such lease, sublease, license, contract or permit in the manner contemplated by this Indenture (a) is prohibited by the terms of such lease, sublease, license, contract or permit or would require the consent of a third party, (b) would constitute or result in the abandonment, invalidation or unenforceability of any right, title or interest of the applicable Securitization Entity therein or (c) would otherwise result in a breach thereof or the termination or a right of termination thereof, except to the extent that any such prohibition, breach, termination or right of termination is rendered ineffective pursuant to the UCC or any other applicable law and (ii) the Excluded Amounts; provided, further, that the Issuer and the Guarantors will not be required to pledge more than 65% of the Equity Interests (and any rights associated with such Equity Interests) of any foreign subsidiary of any of the Issuer or the Guarantors that is a corporation for United States federal income tax purposes and in no circumstance will any such foreign subsidiary be required to pledge any assets, serve as Guarantor, or otherwise guarantee the Notes; provided further that the security interest in (A) each Series Distribution Account and the funds or securities deposited therein or credited thereto will only secure the related Class of Notes as set forth in the Indenture and (B) the Reserve Account and the funds or securities deposited therein or credited thereto shall only be for the benefit of the Senior Noteholders, the Senior Subordinated Noteholders and the Trustee, in its capacity as trustee for the Senior Noteholders and the Senior Subordinated Noteholders.
Examples of Collateral Exclusions in a sentence
The Trustee, on behalf of the Secured Parties, acknowledges that it shall have no security interest in any Collateral Exclusions.
More Definitions of Collateral Exclusions
Collateral Exclusions means, shall mean the following property of the Loan Parties and the Guarantors: (i) any lease, sublease, license, or other contract or permit, in each case if the grant of a lien or security interest in any of the Loan Parties’ and the Guarantors’ right, title and interest in, to or under such lease, sublease, license, contract or permit (or any rights or interests thereunder) in the manner contemplated by hereunder (a) is prohibited by the terms of such lease, sublease, license, contract or permit (or any rights or interests thereunder) or would require consent of a third party (unless such consent has been obtained), (b) would constitute or result in the abandonment, invalidation or unenforceability of any right, title or interest of the applicable Loan Party or Guarantor (as applicable) therein or (c) would otherwise result in a breach thereof or the termination or a right of termination thereof, except, in each case, to the extent that any such prohibition, breach, termination or right of termination is rendered ineffective pursuant to the Uniform Commercial Code or any other applicable law, (ii) the Excluded Amounts, and (iii) any amounts distributed to or at the direction of the Borrower pursuant to priority ninth of the Priority of Payments; provided, that no amounts set forth in clause (iii) of this definition shall constitute “Collateral Exclusions” until actually distributed to any Person other than a Loan Party or a Guarantor.
Collateral Exclusions means the following property of the Master Issuer: (i) any lease, sublease, license, or other contract or permit, in each case if the grant of a Lien or security interest in any of the Master Issuer’s right, title and interest in, to or under such lease, sublease, license, contract or permit (or any rights or interests thereunder) in the manner contemplated by the Indenture (a) is prohibited by the terms of such lease, sublease, license, contract or permit (or any rights or interests thereunder) or would require the consent of a third party (unless such consent has been obtained), (b) would constitute or result in the abandonment, invalidation or unenforceability of any right, title or interest of the applicable Securitization Entity therein or (c) would otherwise result in a breach thereof or the termination or a right of termination thereof, except to the extent that any such prohibition, breach, termination or right of termination is rendered ineffective pursuant to the UCC or any other applicable law, (ii) the Excepted Securitization IP Assets, (iii) all Real Estate Assets (other than Securitized Owned Real Property until the occurrence of a Mortgage Recordation Event and Mortgages are filed on such Securitized Owned Real Property), (iv) the Excluded Amounts, (v) amounts to be paid in respect of the JIB Back-to-Back Lease Obligations and (vi) amounts to be paid in respect of the Restaurant Operating Expenses; provided, further, that the Master Issuer and the Guarantors will not be required to pledge more than 65% of the Equity Interests (and any rights associated with such Equity Interests) of (x) any foreign Subsidiary of any of the Master Issuer or the Guarantors that is a Controlled Foreign Corporation or (y) any domestic Subsidiary of any of the Master Issuer or the Guarantors that is a Foreign Subsidiary Holding Company, corporation for U.S. federal income tax purposes and in no circumstance will any such foreign Subsidiary that is a Controlled Foreign Corporation or a Foreign Subsidiary Holding Company be required to pledge any assets, serve as Guarantor, or otherwise guarantee the Notes; provided, further, that the security interest in (A) the Senior Notes Interest Reserve Account and the related property will only be for the benefit of the Senior Noteholders and the Trustee, in its capacity as trustee for the Senior Noteholders, (B) the Senior Subordinated Notes Interest Reserve Account and the related property will only be for the benefit of t...
Collateral Exclusions means the following property of the Obligors and the Guarantor: (i) any lease, sublease, license, or other contract or permit, in each case if the grant of a lien or security interest in any of the Obligors’ and the Guarantor’s right, title and interest in, to or under such lease, sublease, license, contract or permit (or any rights or interests thereunder) in the manner contemplated by hereunder (a) is prohibited by the terms of such lease, sublease, license, contract or permit (or any rights or interests thereunder) or would require consent of a third party (unless such consent has been obtained), (b) would constitute or result in the abandonment, invalidation or unenforceability of any right, title or interest of the applicable Obligor or the Guarantor (as applicable) therein or (c) would otherwise result in a breach thereof or the termination or a right of termination thereof, except, in each case, to the extent that any such prohibition, breach, termination or right of termination is rendered ineffective pursuant to the Uniform Commercial Code or any other applicable law, (ii) the Excluded Amounts, and (iii) any amounts distributed to or at the direction of the Issuer pursuant to priority (xix) of the Priority of Payments; provided, that no amounts set forth in clause (iii) of this definition shall constitute “Collateral Exclusions” until actually distributed to any Person other than an Obligor or the Guarantor; provided, further, that any Prefunding Account or Yield Maintenance Reserve Account will only secure the related Classes of Notes as set forth in the applicable Series Supplement.
Collateral Exclusions has the meaning specified in clause (F) of the definition of “Permitted Other Indebtedness”.
Collateral Exclusions means the following property of the Co-Issuers: (a) any real property constituting a lease and any other lease, license or other contract or permit, in each case solely to the extent that the grant of a lien or security interest in any Co-Issuer’s right, title and interest in, to or under such lease, license, contract or permit in the manner contemplated by the Indenture (i) is prohibited by the terms of such lease, license, contract or permit, (ii) would constitute or result in the abandonment, invalidation or unenforceability of any right, title or interest of such Co-Issuer therein or (iii) would otherwise result in a breach thereof or the termination or a right of termination thereof, except to the extent that any such prohibition, breach, termination or right of termination is rendered ineffective pursuant to the New York Uniform Commercial Code, the PPSA or any other applicable law, (b) the Excepted Securitization IP Assets; (c) the Excluded Locations, (d) the Excluded Amounts, (e) the Canadian Residual Account and any amount on deposit therein, and (f) any amounts distributed to the Issuer pursuant to priority (xxix) of the Priority of Payments.
Collateral Exclusions means the following property of the IssuerCo-Issuers:
Collateral Exclusions has the meaning set forth in Section 3.1(a) of the Base Indenture. “Collateral Protection Advance” means any advance of (a) payment of Taxes, rent, assessments, insurance premiums and other related costs and expenses necessary to protect, preserve or restore the Collateral and (b) at any time (i) prior to the Springing Amendments Implementation Date, payments of any expenses of any Securitization Entity and (ii) on and after the Springing Amendments Implementation Date, payments of any Securitization Operating Expenses (excluding (i) any indemnification obligations, (ii) business and/or asset-related operating expenses (including StoreClub Operating Expenses, Equipment Distribution Operating Expenses, Lease Obligations or similar expenses of the Securitization Entities), (iii) fees and expenses of external legal counsel that are not directly related to the maintenance or preservation of the Collateral, (iv) damages, costs, or expenses relating to fraud, bad faith, willful misconduct, violations of law, bodily injury, property damage or misappropriation of funds and (v) Pass-Through Amounts) or any fees and expenses of the Back-Up Manager not constituting Securitization Operating Expenses, in each case, to the extent not previously paid pursuant to a Manager Advance, and made by the Servicer pursuant to the Servicing Agreement in accordance with the Servicing Standard, or by the Trustee pursuant to the Indenture. “Collateral Transaction Documents” means the Contribution Agreements, the Charter Documents of each Securitization Entity, the IP License Agreements, the Servicing Agreement, the Account Control Agreements, the Management Agreement and the Back-Up Management Agreement. “Collateralized Letters of Credit” has the meaning set forth in Section 5.13(d)(iii) of the Base Indenture. “Collection Account” means account no. 12097700 entitled “Citibank, N.A. f/b/o Planet Fitness Master Issuer LLC, Collection Account”, which account is required to be maintained by the Trustee pursuant to Section 5.6 of the Base Indenture or any successor securities account maintained pursuant to Section 5.6 of the Base Indenture. “Collection Account Administrative Accounts” has the meaning set forth in Section 5.7 of the Base Indenture. “Collections” means, with respect to each Interim Collection Period, all amounts received by or for the account of the Securitization Entities during such Interim Collection Period, including (without duplication): (i) Royalty Payments deposited...