ECF Payment definition

ECF Payment is defined in Section 2.8(c)(iii) hereof.
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ECF Payment has the meaning assigned to such term in Section 2.10(b)(iv).
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ECF Payment has the meaning set forth in Section 2.3(f)(iii).
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Examples of ECF Payment in a sentence

  • To the extent the Borrower does not so repatriate the applicable percentage of Restricted ECF, the Borrower shall prepay Term Loans in an aggregate amount equal to the corresponding Restricted ECF Payment Amount for the applicable fiscal year on or prior to the first anniversary of the date that the original payment was required to have been made pursuant to the terms of this Section 2.13(c).

  • If the Original ECF Amount exceeds the Adjusted ECF Amount, then on the ECF Payment Date for the next succeeding fiscal year, the Excess Cash Flow Payment due for such next succeeding fiscal year shall be reduced by an amount equal to the lesser of (1) the resulting decrease in the amount of Excess Cash Flow Payment if such payment had been calculated based on the Adjusted ECF Amount or (2) 15% of EBITDA for such fiscal year.

  • On or before the date of each Estimated ECF Payment required pursuant to the foregoing clause (A) or True-Up ECF Payment required or that would be required pursuant to the foregoing clause (B), Borrower shall deliver to the Agent and the Lenders a calculation of the Estimated ECF Payment or True-Up ECF Payment (or, if applicable, the excess of the Estimated ECF Payment over actual Excess Cash Flow), as applicable, certified by a Responsible Officer of the Borrower.

  • In the event that any calculation of any ECF Payment Amount or the amount of Net Cash Proceeds is inaccurate and such inaccuracy, if corrected, would have led to a payment obligation under Section 5.1(b) (after giving effect to all credits and threshold amounts thereunder), the Borrower shall within fifteen (15) days after the discovery of such inaccuracy, cause an amount equal to such shortfall to be offered for prepayment pursuant to Section 5.1(b), as applicable.

  • This Section 1.15 shall not limit the rights of the Administrative Agent or the Lenders with respect to Sections 2.8(c) and 11.1; provided that any underpayment due to change in Applicable Margin or Commitment Fee Rate or incorrect calculation of the ECF Payment Amount or the Net Cash Proceeds shall not in itself constitute a Default or Event of Default under Section 11.1 so long as such additional interest or fees are paid within the 15-day period set forth above.

  • Not later than fifteen (15) Business Days after the date on which financial statements are required to be delivered pursuant to Section 9.1(a) for any fiscal year, commencing with the fiscal year ending on or about December 31, 2024, a certificate of an Authorized Officer of the Borrower setting forth the ECF Payment Amount for the most recently completed Excess Cash Flow Period.

  • Each Lender may reject all or a portion of its Pro Rata Share of an ECF Payment (such declined amounts, the “Declined ECF Proceeds”) of Term Loans required to be made pursuant to this Section 2.3(f)(iii) by providing written notice (each, a “Rejection Notice”) to the Agent and Borrower no later than 5:00 p.m. five (5) Business Days prior to the ECF Payment Date.

  • Borrowers shall request in writing and otherwise take all necessary steps to ensure that all payments on Accounts or otherwise relating to ABL Priority Collateral, including any proceeds thereof, are made directly to an Approved Deposit Account (other than the Crack Spread Hedging Cash Collateral Account, any Proceeds Collateral Account, the ECF Payment Account and the Note Proceeds Account) or a Dominion Account (or a lockbox relating to such Approved Deposit Account or Dominion Account).

  • If any Borrower or Subsidiary receives cash or Payment Items with respect to any ABL Priority Collateral, it shall hold same in trust for Agent and promptly (not later than the next Business Day) deposit same into an Approved Deposit Account (other than the Crack Spread Hedging Cash Collateral Account, any Proceeds Collateral Account, the ECF Payment Account and the Note Proceeds Account) or a Dominion Account.

  • Conditions Precedent to each Borrowing Date 48 6.01 No Default; Representations and Warranties 48 6.02 Consents 48 6.03 Refund Guarantees 48 6.04 ECF Payment 49 6.05 Fees, Costs, etc.


More Definitions of ECF Payment

ECF Payment has the meaning specified in Section 2.05(2)(a). “ECF Percentage” has the meaning specified in Section 2.05(2)(a). “EEA Financial Institution” means (a) any credit institution or investment firm established in any EEA Member Country which is subject to the supervision of an EEA Resolution Authority, (b) any entity established in an EEA Member Country which is a parent of an institution described in clause (a) of this definition, or (c) any financial institution established in an EEA Member Country which is a subsidiary of an institution described in clauses (a) or (b) of this definition and is subject to consolidated supervision with its parent; “EEA Member Country” means any of the member states of the European Union, Iceland, Liechtenstein, and Norway. “EEA Resolution Authority” means any public administrative authority or any person entrusted with public administrative authority of any EEA Member Country (including any delegee) having responsibility for the resolution of any EEA Financial Institution. “Eligible Assignee” means any Person that meets the requirements to be an assignee under Section 10.07(b); provided that no Defaulting Lender(s) or Disqualified Institution(s) may be Eligible Assignee(s). “Engagement Letter” means that certain Engagement Letter, dated as of May 19, 2021, among the Borrower, BofA Securities, Xxxxxx Xxxxxxx, Xxxxxxx Xxxxx and KCM, as amended, restated, amended and restated, supplemented or otherwise modified from time to time in accordance with the terms thereof. “Environment” means ambient air, indoor air, surface water, groundwater, drinking water, soil, surface and sub-surface strata, and natural resources such as wetlands, flora and fauna. “Environmental Claim” means any and all administrative, regulatory or judicial actions, suits, demands, demand letters, claims, liens, notices of noncompliance or violation, or proceedings with respect to any Environmental Liability or Environmental Law, (hereinafter “Claims”), including (i) any and all Claims by Governmental Authorities for enforcement, cleanup, removal, response, remedial or other actions or damages pursuant to any Environmental Law and (ii) any and all claims by any third party seeking damages, contribution, indemnification, cost recovery, compensation or injunctive relief pursuant to any Environmental Law. “Environmental Laws” means any and all Laws relating to pollution or the protection of the Environment or, to the extent relating to exposure to Hazardous Materi...
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Related to ECF Payment

  • ECF Prepayment Amount has the meaning assigned to such term in Section 2.11(b)(i).

  • Tariff Payment means the payments to be made under Monthly Bills as referred to in Article 10 and the relevant Supplementary Bills;

  • Excess Cash Flow Payment Date means the date occurring 90 days after the last day of a fiscal year of the Parent (commencing with its fiscal year ending December 31, 2000).

  • Payment month means, for all programs except EA, the calendar month for which benefits are issued.

  • Excess Cash Flow Payment Period means, with respect to the repayment required on each Excess Cash Flow Payment Date, the immediately preceding fiscal year of the Borrower.

  • Excess Cash Payment Date means the date occurring 95 days after the last day of each Fiscal Year of Holdings (commencing with the Fiscal Year of Holdings ended December 31, 2010).

  • Reinvestment Prepayment Amount with respect to any Reinvestment Event, the Reinvestment Deferred Amount relating thereto less any amount expended prior to the relevant Reinvestment Prepayment Date to acquire or repair assets useful in the Borrower’s business.

  • Net Monthly Excess Cash Flow For any Distribution Date the amount remaining for distribution pursuant to subsection 4.02(a)(iii) (before giving effect to distributions pursuant to such subsection).

  • Required Payment Amount shall have, for any Distribution Date, the meaning specified for such Distribution Date in Section 4.6(a) of the Sale and Servicing Agreement.

  • Principal Prepayment Amount For any Distribution Date and for any Loan Group, the sum with respect to the Mortgage Loans in such Loan Group of (i) Curtailments received during the Prior Period from such Mortgage Loans and (ii) Payoffs received during the Payoff Period from such Mortgage Loans.

  • PAGA Payment means the penalties pursuant to PAGA that the Parties have agreed is a

  • Reinvestment Prepayment Date with respect to any Reinvestment Event, the earlier of (a) the date occurring twelve months after such Reinvestment Event and (b) the date on which the Borrower shall have determined not to, or shall have otherwise ceased to, acquire or repair assets useful in the Borrower’s business with all or any portion of the relevant Reinvestment Deferred Amount.

  • Date of Payment means the date on which NYSERDA requisitions a check from its statutory fiscal agent, the Department of Taxation and Finance, to make a Payment.

  • Prepayment Interest Excess Amount With respect to any Principal Prepayment in full which is applied to the related Mortgage Loan from the first day of the month of any Remittance Date through the sixteenth day of the month of such Remittance Date, all amounts paid in respect of interest on such Principal Prepayment in full. A Prepayment Interest Excess Amount cannot result from a Principal Prepayment in part, but only from a Principal Prepayment in full.

  • Net Monthly Excess Cashflow With respect to each Distribution Date, the sum of (a) any Overcollateralization Release Amount for such Distribution Date and (b) the excess of (x) Available Funds for such Distribution Date over (y) the sum for such Distribution Date of (A) the Monthly Interest Distributable Amounts for the Class A Certificates and the Mezzanine Certificates, (B) the Unpaid Interest Shortfall Amounts for the Class A Certificates and (C) the Principal Remittance Amount.

  • Net Disposition Proceeds means, with respect to any sale, transfer or other disposition of any assets of the Borrower, any Parent Guarantor or any of their respective Subsidiaries (other than sales permitted pursuant to clause (a), (b) or (c) of Section 7.2.9), the excess of

  • ECF Percentage has the meaning specified in Section 2.05(b)(i).

  • Monthly Debt Service Payment Amount means, for each Monthly Payment Date, an amount equal to the amount of interest which is then due on all the Components of the Loan in the aggregate for the Interest Period during which such Monthly Payment Date occurs.

  • Debt Incurrence Prepayment Event means any issuance or incurrence by the Borrower or any of the Restricted Subsidiaries of any Indebtedness (excluding any Indebtedness permitted to be issued or incurred under Section 10.1 other than Section 10.1(w)(i)).

  • AHYDO Payment means any mandatory prepayment or redemption pursuant to the terms of any Indebtedness that is intended or designed to cause such Indebtedness not to be treated as an “applicable high yield discount obligation” within the meaning of Section 163(i) of the Code.

  • Maturity Payment Amount shall have the meaning set forth in Section 2 of this Annex A.

  • Acceptable Prepayment Amount has the meaning set forth in Section 2.05(a)(v)(D)(3).

  • Excess Cash Amount means, as of any Excess Cash Measurement Date, (a) the total amount of Unrestricted Cash, less (b) the sum of (i) the applicable Minimum Cash Threshold hereto corresponding to such Excess Cash Measurement Date, (ii) the total amount of scheduled payments due by OEC and its Subsidiaries, taken as a whole, under (x) the New Notes and (y) any other Permitted Indebtedness in each case in the subsequent twelve (12) month period, (iii) projected expenses for the Issuer to conduct its operations during the subsequent twelve (12) month period, including any foreign currency conversion expenses and (iv) for any Excess Cash Measurement Date through (and including) December 31, 2024, any Fines due by OEC and its Subsidiaries for the subsequent twelve (12) month period; less (c) an amount equal to the Required Gross-Up; provided that any items already deducted from cash and short-term investments of OEC and its Subsidiaries for purposes of determining Unrestricted Cash shall not be deducted again for purposes of determining the Excess Cash Amount.

  • Cash Interest Expense means, for any period, Consolidated Interest Expense for such period, less the sum of (a) interest on any debt paid by the increase in the principal amount of such debt including by issuance of additional debt of such kind, (b) items described in clause (c) or, other than to the extent paid in cash, clause (g) of the definition of “Consolidated Interest Expense” and (c) gross interest income of Borrower and its Subsidiaries for such period.

  • Cash Exchange Payment means an amount in cash equal to the product of (i) the number of shares of Class A Common Stock into which the surrendered Paired Interests are exchangeable and (ii) the VWAP of the Class A Common Stock for the five consecutive full Trading Days immediately prior to the date of delivery of the relevant Notice of Exchange.

  • Servicer Prepayment Charge Payment Amount The amounts payable by the Servicer in respect of any waived Prepayment Charges pursuant to Section 2.05 or Section 3.01.