Eligible Exchange Balances means an amount equal to the aggregate amount of all Exchange Balances after deducting therefrom each of (a) the value of all such exchanges for which performance has not been made on the date that such performance is due, (b) the amount of all discounts, allowances, rebates, credits and adjustments to such exchanges, (c) the amount billed for or representing retainage, if any, until all prerequisites to the immediate payment of retainage have been satisfied, and (d) all such exchanges owing by any Affiliate of any Borrower, provided that the Loan Parties shall exclude from Eligible Exchange Balances any Exchange Balance with respect to which:
Eligible Exchange Balances means all of the Borrower’s Exchange Balances with other Persons (other than Affiliates of the Borrower) that are positive (i.e., in favor of the Borrower) after (a) deducting from such Exchange Balances in each instance the amount equal to the sum of the values of all obligations of the Borrower to deliver petroleum products or to pay money that the Borrower owes or incurs whenever it trades, lends, borrows or exchanges petroleum products in the ordinary course of business with such Persons, the value of such obligations to deliver petroleum products being the lesser of (i) the cost to the Borrower, as set forth in the books and records of the Borrower (valued on a first-in, first-out basis in accordance with GAAP), of like petroleum products for the previous month and (ii) the fair-market value of like petroleum products as determined in accordance with the methods prescribed in Schedule 4, (b) adjusting such Exchange Balances upward or downward, as applicable, to account for all discounts, allowances, rebates, credits and other adjustments in respect of such Exchange Balances and (c) deducting from such Exchange Balances the amount billed for or representing retainage, if any, by such Persons with respect to such Exchange Balances, until all prerequisites to the immediate payment of such retainage have been satisfied; provided, however, that Eligible Exchange Balances shall not include any Exchange Balance with respect to which: (i) the Administrative Agent does not have a perfected first-priority security interest; (ii) any representation, warranty or covenant contained in this Agreement or any other Credit Document has been breached; (iii) the customer or trading partner has disputed liability, or made any claim to the Borrower with respect to such Exchange Balance or with respect to any other Exchange Balance due from such customer or trading partner, other than for a minimal adjustment in the ordinary course of business and in accordance with regular commercial practice; or (iv) any event of a type described in Section 8.1(e) has occurred with respect to the customer or trading partner, or the customer or trading partner has suspended normal business operations.
Eligible Exchange Balances means each Approved Eligible Receivable (including for this purpose only either the right to receive Petroleum Inventory in kind or to receive money) arising from the trading, lending, borrowing or exchange of Petroleum Inventory, net of any netted obligations or other offsets or counterclaims determined in accordance with prices set forth in the applicable exchange contracts, based on current value at the Market Price, in which Borrower has lawful and absolute title, which is not subject to any Lien in favor of any Person (other than Permitted Inventory Liens), and which is subject to a fully perfected first-priority security interest (subject only to Permitted Inventory Liens) in favor of Administrative Agent pursuant to the Loan Documents prior to the rights of, and enforceable as such against, any other Persons minus without duplication the amount of any Permitted Inventory Lien on any Petroleum Inventory receivable in kind.
Examples of Eligible Exchange Balances in a sentence
The Borrowers are, individually or in the aggregate, the owners of all positive Eligible Exchange Balances, free and clear of any Liens other than those granted pursuant to the Collateral Documents.
More Definitions of Eligible Exchange Balances
Eligible Exchange Balances means each Approved Eligible Receivable (including for this purpose only either the right to receive crude oil in kind or to receive money) arising from the trading, lending, borrowing or exchange of crude oil, net of any netted obligations or other offsets or counterclaims determined in accordance with prices set forth in the applicable exchange contracts, based on current value at the Market Price, in which Borrower has lawful and absolute title, which is not subject to any Lien in favor of any Person (other than Permitted Inventory Liens), and which is subject to a fully perfected first-priority security interest (subject only to Permitted Inventory Liens) in favor of Administrative Agent pursuant to the Loan Documents prior to the rights of, and enforceable as such against, any other Persons minus without duplication the amount of any Permitted Inventory Lien on any crude oil receivable in kind.
Eligible Exchange Balances means an amount equal to the aggregate amount of all Exchange Balances after deducting therefrom each of (a) the value of all such exchanges for which performance has not been made on the date that such performance is due, (b) the amount of all discounts, allowances, rebates, credits and adjustments to such exchanges, (c) the amount billed for or representing retainage, if any, until all prerequisites to the immediate payment of retainage have been satisfied, and (d) all such exchanges owing by any affiliate of any Borrower, provided that the Agent may, in its sole and absolute discretion, exclude from Eligible Exchange Balances any Exchange Balance with respect to which:
Eligible Exchange Balances means to the extent not otherwise included in the definition of Eligible Accounts or Eligible Petroleum Inventory, an amount equal to:
Eligible Exchange Balances means each Approved Eligible Receivable (including for this purpose only either the right to receive Petroleum Products in kind or to receive money) arising from the trading, lending, borrowing or exchange of Petroleum Products, net of any netted obligations or other offsets or counterclaims determined in accordance with prices set forth in the applicable exchange contracts, based on current value at the Market Price, in which Borrower has lawful and absolute title, which is not subject to any Lien in favor of any Person (other than Permitted Inventory Liens), and which is subject to a fully perfected first-priority security interest (subject only to Permitted Inventory Liens) in favor of Administrative Agent pursuant to the Loan Documents prior to the rights of, and enforceable as such against, any other Persons minus without duplication the amount of any Permitted Inventory Lien on any Petroleum Products receivable in kind.
Eligible Exchange Balances means, to the extent not otherwise included in the definition of Eligible Inventory or Eligible Receivables and as to any Borrower, an amount equal to the difference between (a) the value of any and all products of the type consisting of Inventory which such Borrower is entitled to receive in connection with Eligible Exchange Transactions, MINUS (b) the value of any and all products of the type consisting of Inventory which such Borrower is obligated to deliver in connection with Eligible Exchange Transactions. If the amount set forth in clause (b) above exceeds the amount set forth in clause (a) above, Eligible Exchange Balances shall be expressed as a negative number and if the amount set forth in clause (a) above exceeds the amount set forth in clause (b) above, Eligible Exchange Balances shall be expressed as a positive number. With respect to each Eligible Exchange Transaction included in the calculation of Eligible Exchange Balances, the value of the product subject to such Eligible Exchange Transactions shall be determined on a FIFO basis after deducting therefrom (x) the value of any product subject to any Eligible Exchange Transaction for which performance has not been made on the date that such performance is due, (y) the amount of all discounts, allowances, rebates, credits and adjustments to such Eligible Exchange Transaction and (z) the amount billed for or representing retainage, if any, with respect to such Eligible Exchange Transaction until all prerequisites to the immediate payment of retainage have been satisfied.
Eligible Exchange Balances means an amount equal to the aggregate amount of all Exchange Balances after deducting therefrom each of (a) the value of all such exchanges for which performance has not been made on the date that such performance is due, (b) the amount of all discounts, allowances, rebates, credits and adjustments to such exchanges, (c) the amount billed for or representing retainage, if any, until all prerequisites to the immediate payment of retainage have been satisfied, and (d) all such exchanges owing by any Affiliate of any Borrower, provided that the Loan Parties shall exclude from Eligible Exchange Balances any Exchange Balance with respect to which: 20 DB3/ 201344542.8
Eligible Exchange Balances means an Exchange Balance which: --------------------------