Exchange Agreement Positive Balance at any date of determination, with respect to a Borrower that is a party to an Exchange Agreement, the amount of the positive balance, valued on a xxxx-to-market basis in accordance with the Valuation Method, of Petroleum Inventory that such Borrower has the right to receive in the Ordinary Course of Business from a counterparty to such Exchange Agreement (other than an Affiliate of such Borrower or another party determined by the Administrative Agent in its Permitted Discretion to be unacceptable) or money owing to such Borrower in connection with an exchange of Petroleum Inventory under such Exchange Agreement, net of any offsets or counterclaims.
Exchange Agreement Positive Balance means, at any date of determination, with respect to a Borrower that is a party to an Exchange Agreement, the amount of the positive balance, valued on a mark-to-market basis in accordance with Schedule 1.01(c), of Petroleum Inventory that such Borrower has the right to receive in the ordinary course of business from a counterparty to such Exchange Agreement (other than an Affiliate of such Borrower) or money owing to such Borrower in connection with an exchange of Petroleum Inventory under such Exchange Agreement, net of any offsets or counterclaims.
Exchange Agreement Positive Balance as of any date of determination, with respect to a Borrower that is a party to an Exchange Agreement, the positive balance of the Value of Eligible Category A Inventory or Eligible Category B Inventory (as applicable) that such Borrower has the right to receive in the ordinary course of business from a counterparty to such Exchange Agreement (other than an Affiliate of such Borrower or another party determined by Agent in its Permitted Discretion to be unacceptable) or money owing to such Borrower in connection with an exchange of Eligible Category A Inventory or Eligible Category B Inventory (as applicable) under such Exchange Agreement, net of any negative positions, offsets or counterclaims.
Examples of Exchange Agreement Positive Balance in a sentence
Exchange Agreement Positive Balance the amount billed for or representing retainage, if any, by counterparties to Exchange Agreements.
Eligible Accounts Receivable, Eligible Credit Card Receivables, Eligible Investment Grade Receivables, Eligible L/C-Backed Receivables, Eligible Refinery Hydrocarbon Inventory, Eligible Lubricants Inventory, Eligible Merchandise Inventory, Eligible In-Transit Crude Oil, Eligible In-Transit Products, the Eligible Exchange Agreement Positive Balance and Eligible Unbilled Accounts.
More Definitions of Exchange Agreement Positive Balance
Exchange Agreement Positive Balance means, at any date of determination, with respect to a Borrower that is a party to an Exchange Agreement, the amount of the positive balance, valued on a xxxx-to-market basis in accordance with Schedule 1.01(c), of Petroleum Inventory that such Borrower has the right to receive in the ordinary course of business from a counterparty to such Exchange Agreement (other than an Affiliate of such Borrower) or money owing to such Borrower in connection with an exchange of Petroleum Inventory under such Exchange Agreement, net of any offsets or counterclaims.
Exchange Agreement Positive Balance any such operating portfolio company shall not constitute an Affiliate of any Credit Party or any of its Subsidiaries only for so long as the underlying transaction giving rise to the respective Eligible Account and such Eligible Account itself, the respective Exchange Agreement and such Exchange Agreement Positive Balance satisfy the introductory paragraph of Section 10.06. For purposes of this definition, “control,” as used with respect to any Person, means the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of such Person, whether through the ownership of voting securities, by agreement or otherwise. For purposes of this definition, the terms “controlling,” “controlled by” and “under common control with” have correlative meanings. “Affiliated Lender” shall mean a Person defined in clause (i) of the definition of Qualifying Owner that is a Lender. “Agent Advance” shall have the meaning provided in Section 2.01(e). “Agent Advance Amount” shall have the meaning provided in Section 2.01(e). “Agent Advance Period” shall have the meaning provided in Section 2.01(e). “Agents” shall mean, collectively, the Administrative Agent and the Collateral Agent, and individually, shall mean any one of the Administrative Agent or Collateral Agent. “Aggregate Exposure” shall mean, at any time, the sum of (a) the aggregate principal amount of all Revolving Loans then outstanding, (b) the aggregate amount of all Letter of Credit Usage at such time (exclusive of Letter of Credit Usage which are repaid with the proceeds of, and simultaneously with the incurrence of, the respective incurrence of Loans) and (c) the aggregate principal amount of all Swingline Loans then outstanding (exclusive of Swingline Loans which are repaid with the proceeds of, and simultaneously with the incurrence of, the respective incurrence of Revolving Loans). “Agreement” shall mean this credit agreement, as modified, supplemented, amended, restated (including any amendment and restatement hereof), extended or renewed from time to time. “Amendment No. 1” shall mean Amendment No. 1 to Amended and Restated ABL Credit Agreement, dated as of November 14, 2017, by and among Agent, Lenders, Borrowers and Guarantors, as modified, supplemented, amended, restated, extended or renewed from time to time. “Amendment No. 2” shall mean Amendment No. 2 to Amended and Restated ABL Credit Agreement, dated as of December 23, 2019, by and among Agent, Borrow...
Exchange Agreement Positive Balance means, at any date of determination, with respect to a Borrower that is a party to an Exchange Agreement, the amount of the positive balance, valued on a xxxx- to-market basis in accordance with Schedule 1.01(c) (as such Schedule may be updated from time to time by the Company with the consent of the Administrative Agent), of Petroleum Inventory that such Borrower has the right to receive in the ordinary course of business from a counterparty to such Exchange Agreement (other than an Affiliate of such Borrower) or money owing to such Borrower in connection with an exchange of Petroleum Inventory under such Exchange Agreement, net of any offsets or counterclaims. “Excluded Accounts” shall mean (x) Deposit Accounts or Securities Accounts the balance of which consist exclusively of (i) withheld income taxes and federal, state, local or foreign employment taxes in such amounts as are required in the reasonable judgment of any Borrower to be paid to the Internal Revenue Service or any other U.S., federal, state or local or foreign government agencies within the following two months with respect to employees of any of the Credit Parties, (ii) amounts required to be paid over to an employee benefit plan pursuant to DOL Reg. Sec. 2510.3-102 or any foreign plan on behalf of or for the benefit of employees of one or more Credit Parties, (iii) amounts which are required to be pledged or otherwise provided as security pursuant to any law, other requirements of any Governmental Authority or foreign pension requirement, (iv) any accounts opened and amounts or deposits relating to Liens permitted by Section 10.01(l), (n), (u) and/or (z), in each case which are permitted hereunder, (v) funds held in an escrow account, a fiduciary account or trust account that is segregated from the other assets of the Credit Parties and exclusively used for such purposes, in each case, for the benefit of unaffiliated third parties and (vi) amounts to be used to fund payroll obligations, (y) all other Deposit Accounts or Securities Accounts established (or otherwise maintained) by any Credit Party or any of their respective Domestic Subsidiaries (excluding Collection Accounts, Concentration Accounts and Xxxxx Accounts) that do not have balances (including the value of Cash Equivalents and other securities) at any time exceeding $1,000,000 for any individual Deposit Account or Securities Account or $5,000,000 in the aggregate for all such Deposit Accounts and Securities Accounts and (z) eac...