Designated Cash definition

Designated Cash means, so long as there are no Revolving Loans outstanding, (a) cash and Cash Equivalents of the Credit Parties subject to account control agreements in favor of the Administrative Agent that are in form and substance reasonably acceptable thereto and (b) Earmarked Cash.

Designated Cash means, at any time, the U.S. Dollar Equivalent of the aggregate amount of U.S. Dollars and Cash Equivalents of the U.S. Borrowers and U.S. Guarantors that is (a) Unrestricted, (b) deposited in a Deposit Account or securities account located in the United States that is subject to a Cash Management Control Agreement in favor of the Administrative Agent, (c) subject to a First Priority Lien in favor of the Collateral Agent on behalf of the Secured Creditors, (d) subject to no other Liens other than Permitted Cash Management Liens and (e) not Eligible U.S. Cash and Cash Equivalents.

Designated Cash means Balance Sheet Cash of the Borrower held in a segregated deposit account at PNC that is subject to a Control Agreement to be used solely for the purpose of funding the purchase, redemption, repayment or defeasance of Existing Notes outstanding on the Closing Date (including payment of accrued interest on such Existing Notes and commissions and expenses incurred in connection therewith); it being understood that any such purchase, redemption or defeasance of any Existing Notes shall comply with Section 8.2.11 [

Examples of Designated Cash in a sentence

• Notwithstanding anything to the contrary herein, neither the Administrative Agent nor the Collateral Agent shall owe any fiduciary duty, duty of loyalty, duty of care, duty of disclosure or any other obligation whatsoever to any holder of any Designated Hedge Obligations or any Designated Cash Management Services Obligations.

• The FRBNY, as the lender under the FRBNY Credit Facility, hereby waives any requirement for the mandatory prepayment of the Loans and accrued and unpaid interest thereon arising from the receipt of the Designated Cash Proceeds for so long as this Agreement shall remain in effect.

• Designated Cash Proceeds Received Prior to Closing 29 Section 3.03.

• No Obligations under any Designated Hedge Agreement or Designated Cash Management Services Agreement will create (or be deemed to create) in favor of any Secured Party that is a party thereto any rights in connection with the management or release of any Collateral or of the obligations of any Guarantor under the Credit Documents except as expressly provided in Section 2.16(f) or 10.5(c)(iii) of this Agreement.

• The Borrower will not designate any Designated Interest Rate Agreement or Designated Cash Management Obligations as Secured Obligations for purposes of the Security Agreement if, immediately after giving effect to such designation, the aggregate notional principal amount of all such agreements then in effect which are Secured Obligations would exceed the lesser of the aggregate amount of the Commitments at such time in effect hereunder and the Borrowing Base in effect at such time.

More Definitions of Designated Cash

Designated Cash has the meaning set forth in the recitals hereto.

Designated Cash means, so long as there are no Revolving Loans outstanding, (a) cash and Cash Equivalents of the Borrower or any of its Subsidiaries subject to account control agreements in favor of the Administrative Agent that are in form and substance reasonably acceptable thereto and(b) cash and Cash Equivalents of the Borrower or any of its Subsidiaries that are held in a blocked account with the Administrative Agent or a separate account with an escrow agent, in each case that are earmarked for the permanent reduction of Indebtedness of any of the Credit Parties.

Designated Cash means amounts determined (a) as of the last day of any completed fiscal quarter ending after the date of this Agreement and prior to the Closing Date and (b) as of the Closing Date (determined at the end of the day immediately prior to the Closing Date), equal to all cash and cash equivalents on the consolidated balance sheet as of each such date of Holdco (if after the date of its formation, or the Company, if Holdco has not been formed as of the relevant distribution date) less (i) $50,000 less (ii) the cash balance held in the CapEx Accounts less (iii) any MDE term loan and MDE capex facility interest expense accrued but not paid by the Closing Date less (iv) any distributions to Nevada Electric Investment Company, as minority member of Northwind Aladdin LLC, accrued but not paid by the Closing Date plus (v) any electricity demand response payment earned in 2009 by MDE or its Subsidiaries but not paid by the Closing Date. ”

Designated Cash means amounts determined (a) as of the last day of any completed fiscal quarter ending after the date of this Agreement and prior to the Closing Date and (b) as of the Closing Date (determined at the end of the day immediately prior to the Closing Date), equal to all cash and cash equivalents on the consolidated balance sheet as of each such date of Holdco (if after the date of its formation, or the Company, if Holdco has not been formed as of the relevant distribution date) less (i) $50,000 less (ii) the cash balance held in the CapEx Accounts.

Designated Cash means the aggregate amount of Unrestricted Cash of the Loan Parties at such time that is (x) held in a deposit account, securities account or other account, in each case, with the Administrative Agent and (y) not subject to any other Lien other than (I) Liens granted to the Collateral Agent, (II) Liens securing obligations under the Term Loan Agreement, any Term Incremental Equivalent Debt or any Term Credit Agreement Refinancing Indebtedness and (III) Permitted Encumbrances that do not have priority over the Lien of the Collateral Agent (other than inchoate or other Liens arising by operation of law).

Designated Cash means, as of any date of determination, the sum of (a) unrestricted cash and Cash Equivalents of the Loan Parties subject to Qualifying Control Agreements, plus (b) Earmarked Cash, in each case, as of such date of determination; provided, that, “Designated Cash” as of any date of determination shall only include that portion of cash and Cash Equivalents subject to a Qualifying Control Agreement and that portion of Earmarked Cash that, when taken together, exceed $35,000,000 in the aggregate. It is understood and agreed that, for purposes of any calculation of the Consolidated Net Leverage Ratio or the Consolidated First Lien Net Leverage Ratio in connection with determining the permissibility of any incurrence of Indebtedness, the identifiable proceeds of such Indebtedness shall not qualify as “Designated Cash” for the purposes of such calculation.

Designated Cash means, as of any date of determination, unrestricted cash and Cash Equivalents of the Loan Parties as of such date of determination, but only to the extent that such cash and Cash Equivalents is held by such Loan Parties in a deposit account or a securities account located in the United States. It is understood and agreed that for purposes of any calculation of the Consolidated Total Net Leverage Ratio in connection with determining the permissibility of any incurrence of Indebtedness, the identifiable proceeds of such Indebtedness shall not qualify as “Designated Cash” for the purposes of such calculation. “Designated Jurisdiction” means any country or territory to the extent that such country or territory is the subject of any Sanction. 16 CHAR1\1940028v1CHAR1\1940028v4