ESG Applicable Rate Adjustments has the meaning specified in Section 2.16(a).
ESG Applicable Rate Adjustments has the meaning assigned to it in Section 12.7(f).
ESG Applicable Rate Adjustments as defined in Section 2.28(a).
Examples of ESG Applicable Rate Adjustments in a sentence
The ESG Applicable Rate Adjustments will require, among other things, reporting and validation of the measurement of the ESG KPI Metrics in a manner that is aligned with the Sustainability Linked Loan Principles (as last published in February 2023 and updated April 2023 by the Loan Market Association, Asia Pacific Loan Market Association and the Loan Syndications & Trading Association, and as further amended, revised or updated from time to time).
For the avoidance of doubt, the ESG Applicable Rate Adjustments shall not be cumulative from year to year and shall only apply until the date on which the next adjustment is due to take place.
More Definitions of ESG Applicable Rate Adjustments
ESG Applicable Rate Adjustments has the meaning assigned to it in Section 12.6(f)(i). “ESG KPI Metrics” has the meaning assigned to it in Section 12.6(f)(i). “ESG Pricing Provisions” has the meaning assigned to it in Section 12.6(f)(i). “EU Bail-In Legislation Schedule” means the EU Bail-In Legislation Schedule published by the Loan Market Association (or any successor person), as in effect from time to time. “Event of Default” means any of the events specified in Section 10.1., provided that any requirement for notice or lapse of time (including the expiration of any applicable cure period) or any other condition has been satisfied, in each case, as specified in such Section. “Excluded Subsidiary” means any Subsidiary (a) holding title to assets that are or are to become collateral for any Non-Recourse Indebtedness of such Subsidiary and (b) that is prohibited from Guarantying the Indebtedness of any other Person pursuant to (i) any document, instrument, or agreement evidencing such Non-Recourse Indebtedness or (ii) a provision of such Subsidiary’s organizational documents which provision was included in such Subsidiary’s organizational documents as a condition to the extension of such Non-Recourse Indebtedness. “Excluded Swap Obligation” means, with respect to any Loan Party, any Swap Obligation if, and to the extent that, all or a portion of the liability of such Loan Party for or the Guarantee of such Loan Party of, or the grant by such Loan Party of a Lien to secure, such Swap Obligation (or any liability or - 16 - LEGAL02/44384586v6
ESG Applicable Rate Adjustments has the meaning assigned to it in Section 4.9(a).
ESG Applicable Rate Adjustments has the meaning specified in Section 2.20(a). “ESG Pricing Provisions” has the meaning specified in Section 2.20(a). “EU Bail-In Legislation Schedule” means the EU Bail-In Legislation Schedule published by the Loan Market Association (or any successor person), as in effect from time to time. “Event of Default” has the meaning specified in Section 8.01. “Excluded Special Purpose Finance Subsidiaries” means, collectively, (a) CarMax Funding II, (b) CarMax Auto Funding LLC, a Delaware limited liability company, (c) CarMax Funding III, (d) CarMax Funding IV, (e) CarMax Funding V, (f) CarMax Funding VI, (g) CarMax Funding VII, (h) CarMax Funding Services, LLC, a Delaware limited liability company, (i) CarMax Funding Services II, LLC, a Delaware limited liability company, and (j) any other special purpose Subsidiary formed to purchase or otherwise acquire retail installment contracts in connection with an existing or proposed Permitted Sale Facility and which does not conduct any business other than in connection with such Permitted Sale Facility. “Excluded Subsidiaries” means (a) Xxxx Xxxxx Insurance, Ltd., a Bermuda company and any other captive insurance subsidiary; (b) each Excluded Special Purpose Finance Subsidiary; (c) any Subsidiary of the Company that is (i) a Foreign Subsidiary or a Subsidiary of a Foreign Subsidiary, (ii) a FSHCO or (iii) a Subsidiary that is not wholly-owned by a Loan Party; (d) any Subsidiary of the Company (i) that is prohibited from guaranteeing the Obligations by applicable Law, (ii) that would require governmental (including regulatory) consent, approval, license or authorization to provide a guarantee, in each case unless such consent, approval, license or authorization has been received or (iii) that is prohibited from guaranteeing the Obligations by any agreement or other undertaking to which such Subsidiary is a party (with any Person other than another Subsidiary or an Affiliate of the Company) or by which its property or assets is bound existing on the Closing Date, or with respect to any Subsidiary acquired after the Closing Date, existing as of the date of acquisition (as long as such agreement or other undertaking was not incurred in contemplation of such acquisition and is disclosed to the Administrative Agent), in each case, as long as such prohibition is in effect; (e) each Immaterial Subsidiary; and (f) any not-for-profit subsidiary; provided that in no event shall any borrower or guarantor in respect of any Term Lo...