Hedge Losses definition

Hedge Losses means all actual losses incurred by Lender or its affiliates in connection with the hedge positions taken by Lender or its affiliates with respect to the Interest Rate. Borrower acknowledges that such hedging transactions may include the sale of U.S. Obligations or other securities and/or the execution of certain derivative transactions, which hedging transactions would have to be “unwound” if all or any portion of the Loan is paid down.

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Hedge Losses means, with respect to the Company H▇▇▇▇▇, the amount any member of Company Group is obligated to pay to the applicable counterparty (under the terms of such Company H▇▇▇▇▇), without offset or netting of amounts under any other Hedge transaction with the counterparty that is a party to any such Company H▇▇▇▇▇, including any liquidation and/or termination fees or payments payable upon the liquidation or termination of the same.

Hedge Losses means, (a) with respect to the Company H▇▇▇▇▇, the amount any Company Group Member is obligated to pay to the applicable counterparty (under the terms of such Company H▇▇▇▇▇), without offset or netting of amounts under any other hedge transaction with the counterparty that is a party to any such Company H▇▇▇▇▇, including any liquidation or termination fees or payments payable upon the liquidation or termination of the same and (b) with respect to the Permitted Purchaser H▇▇▇▇▇, the amount Purchaser is obligated to pay to the applicable counterparty (under the terms of such Permitted Purchaser H▇▇▇▇▇), without offset or netting of amounts under any other hedge transaction with the counterparty that is a party to any such Permitted Purchaser H▇▇▇▇▇, including any liquidation or termination fees or payments payable upon the liquidation or termination of the same.

Examples of Hedge Losses in a sentence

• If the Early Rate Lock is terminated or expires, Hedge Losses will equal the Breakage Amount if the Breakage Amount is a positive number.

• At Closing, Company shall cause the termination, liquidation and unwinding of any remaining Company ▇▇▇▇▇▇, the Unadjusted Purchase Price shall be adjusted pursuant to Section 2.4(c) with respect to the Company ▇▇▇▇▇▇ and a portion of the Closing Payment shall be disbursed to the applicable Hedge counterparties in an amount equal to the Hedge Losses attributable to such Company ▇▇▇▇▇▇, if any, payable in connection with such termination, liquidation and unwinding.

• At Closing, (a) Company shall cause the termination, liquidation and unwinding of any remaining Company H▇▇▇▇▇, (b) the Unadjusted Purchase Price shall be adjusted pursuant to ‎Section 2.4(c) with respect to the Company H▇▇▇▇▇ and (c) a portion of the Closing Payment shall be disbursed to the applicable Hedge counterparties in an amount equal to the Hedge Losses attributable to such Company H▇▇▇▇▇, if any, payable in connection with such termination, liquidation and unwinding.

• Without limitation of the foregoing, unless required by a final determination Buyer Parent shall not, and shall cause the Acquired Companies to not, take any position to the effect that any items of deductions or loss attributable to Retained Hedge Losses accelerate into current deductions or losses as a result of the transactions contemplated by this Agreement or are limited or disallowed under Section 382 or 383 of the Code.

• If Lender elects to apply any Net Proceeds to the payment of the Obligations prior to the final sale of the Loan in a Secondary Market Transaction, Borrowers shall immediately upon demand reimburse Lender for any and all Hedge Losses resulting, either directly or indirectly, from that portion of the Debt so paid.

• Accordingly, the Date Palm Repayment Option may cause Lender to incur certain losses, costs, and expenses in connection with the Hedge Agreements attributable to the funds on deposit in the Date Palm Escrow ("Hedge Losses").

• If Lender elects to apply any portion of an Award to the payment of the Obligations prior to the final sale of the Loan in a Secondary Market Transaction, Borrowers shall immediately upon demand reimburse Lender for any and all Hedge Losses resulting, either directly or indirectly, from that portion of the Obligations so paid.

• Borrower agrees to be liable for the Hedge Losses, if any, in the event it exercises the Date Palm Repayment Option.

More Definitions of Hedge Losses

Hedge Losses means all actual losses incurred by Lender in connection with the hedge positions taken by Lender in order to fix the Interest Rate on the Loan. Each Borrower acknowledges that in order for Lender to fix the Interest Rate on the Loan, Lender entered into hedging transactions by selling U.S. Obligations, which hedging transactions would have to be "unwound" if all or any portion of the Loan is paid down.

Hedge Losses means, with respect to the Company ▇▇▇▇▇▇, the amount any member of the Company Group is obligated to pay to the applicable counterparty (under the terms of such Company ▇▇▇▇▇▇), without offset or netting of amounts under any other Hedge transaction with the counterparty that is a party to any such Company ▇▇▇▇▇▇, including any liquidation and/or termination fees or payments payable upon the liquidation or termination of the same. “Holdback Amount” means (a) as of the Closing Date, an amount equal to the Deposit and, (b) as of the applicable date of determination after the Closing Date, an amount equal to the sum of (i) such amount described in subpart (a) of this definition plus (ii) any and all interest and earnings accrued on the Holdback Amount under the Escrow Agreement after the Closing Date as of such date of determination minus any and all disbursements and distributions of the Holdback Amount out of the Escrow Account made after Closing pursuant to Section 13.8. “Holdback Deadline” is defined in Section 13.8(b). “Hydrocarbons” means oil and gas and other hydrocarbons produced or processed in association therewith (whether or not such item is in liquid or gaseous form), or any combination thereof, and any minerals (whether in liquid or gaseous form) produced in association therewith, including all crude oil, gas, casinghead gas, condensate, natural gas liquids, and other gaseous or liquid hydrocarbons (including ethane, propane, iso-butane, nor-butane, gasoline, and scrubber liquids) of any type and chemical composition. “Imbalance” means any over-production, under-production, over-delivery, under-delivery or similar imbalance of Hydrocarbons produced from or allocated to the Assets, regardless of whether such over-production, under-production, over-delivery, under-delivery, or similar imbalance arises at the wellhead, pipeline, gathering system, transportation system, processing plant or other location, including any imbalances under gas balancing or similar agreements, processing agreements and gathering or transportation agreements. “Income Taxes” means (i) all Taxes based upon, measured by, or calculated with respect to gross or net income, gross or net receipts or profits (including franchise Taxes and any capital gains, alternative minimum, and net worth Taxes, but excluding ad valorem, property, excise, severance, production, sales, use, New Mexico gross receipts, New Mexico compensating, real or personal property transfer or other similar T...

Hedge Losses means, with respect to the Company Hedges, the amount any member of Company Group is obligated to pay to the applicable counterparty (under the terms of such Company Hedges), without offset or netting of amounts under any other Hedge transaction with the counterparty that is a party to any such Company Hedges, including any liquidation and/or termination fees or payments payable upon the liquidation or termination of the same.

Hedge Losses means, with respect to the Company ▇▇▇▇▇▇, the amount any member of the Company Group is obligated to pay to the applicable counterparty (under the terms of such Company ▇▇▇▇▇▇), without offset or netting of amounts under any other Hedge transaction with the counterparty that is a party to any such Company ▇▇▇▇▇▇, including any liquidation and/or termination fees or payments payable upon the liquidation or termination of the same. “Holdback Amount” means (a) as of the Closing Date, an amount equal to the Deposit and, (b) as of the applicable date of determination after the Closing Date, an amount equal to the sum of (i) such amount described in subpart (a) of this definition plus (ii) any and all interest and earnings accrued on the Holdback Amount under the Escrow Agreement after the Closing Date as of such date of determination minus any and all disbursements and distributions of the Holdback Amount out of the Escrow Account made after Closing pursuant to Section 13.8. “Holdback Deadline” is defined in Section 13.8(b). “Hydrocarbons” means oil and gas and other hydrocarbons produced or processed in association therewith (whether or not such item is in liquid or gaseous form), or any combination thereof, and any minerals (whether in liquid or gaseous form) produced in association therewith, including all crude oil, gas, casinghead gas, condensate, natural gas liquids, and other gaseous or liquid hydrocarbons (including ethane, propane, iso-butane, nor-butane, gasoline, and scrubber liquids) of any type and chemical composition. “Imbalance” means any over-production, under-production, over-delivery, under-delivery or similar imbalance of Hydrocarbons produced from or allocated to the Assets, regardless of whether such over-production, under-production, over-delivery, under-delivery, or similar imbalance arises at the wellhead, pipeline, gathering system, transportation system, processing plant or other location, including any imbalances under gas balancing or similar agreements, processing agreements and gathering or transportation agreements. “Income Taxes” means (i) all Taxes based upon, measured by, or calculated with respect to gross or net income, gross or net receipts or profits (including franchise Taxes and any capital gains, alternative minimum, and net worth Taxes, but excluding ad valorem, property, excise, severance, production, sales, use, New Mexico gross receipts, New Mexico compensating, real or personal property transfer or other similar T...