Examples of Excluded JV in a sentence
Each Loan Party will establish reasonable procedures designed to ensure that no Loan Party will deposit or authorize the deposit to any Collection Account of any cash or cash proceeds other than Collections of Receivables and of certain of the Excluded JV Receivables.
Deposit or authorize the deposit to any Collection Account of any cash or cash proceeds other than Collections of Receivables and of certain of the Excluded JV Receivables.
The Leverage Ratio shall be calculated as of the last day of each fiscal quarter based upon (A) for Adjusted Indebtedness, Adjusted Indebtedness (but excluding Excluded JV Indebtedness) as of the last day of each such fiscal quarter and (B) for EBITDA, the actual amount for the four quarter period ending on such day, calculated, with respect to acquisitions and disposals, if any, as provided in the preceding paragraph.
The parties acknowledge that the Excluded JV Assets are excluded from the purchase and sale transactions contemplated by this Agreement.
If any Domestic Subsidiary (other than CEC RDN, a FSHCO or an Excluded JV) is acquired or formed after the Closing Date, the Borrower will promptly notify the Administrative Agent thereof and, within thirty (30) days (or such longer period as the Administrative Agent shall agree in its discretion) after any such Subsidiary is acquired or formed, will cause such Subsidiary to become a Subsidiary Loan Party.
The restrictions contained in this Section 8.3 shall not apply with respect to any Excluded JV Subsidiary or any Immaterial Subsidiary.
Other than the Excluded JV Entities, the entities listed on Schedule 3.2(a) are the only Affiliates of Seller that have title to, or use, any Purchased Asset or any obligation that is an Assumed Liability or are otherwise engaged in the conduct of the Business, in each case with respect to the Business as currently conducted.
The parties hereto agree that the Excluded JV Interests Escrow shall be distributed in accordance with the Excluded JV Interests Agreement and the Escrow Agreement.