Material Borrower definition

Material Borrower means, as of any date of determination, any Borrower which owns more than five percent (5%) of the consolidated assets of the ICF Entities, taken as a whole, or generates more than five percent (5%) of the consolidated revenues of the ICF Entities, taken as a whole.
Sample 1Sample 2
Material Borrower. (a) Dxxxx Media, (b) APC, (c) Counsel Press, LLC, a Delaware limited liability company, and (d) any other Borrower that generates or owns ten percent (10%) or more of the total revenues and/or assets of the Business Information Division and/or Professional Services Division, of Dxxxx Media, as determined by reference to the most recent report on Form 10-Q or Form 10-K, as the case may be, with respect to the Borrowers filed with the Securities and Exchange Commission, for the year to date or twelve month period, as applicable, covered thereby.
Sample 1
Material Borrower means at any date of determination, each of Parent Companies, SHG Partnership, LLC, Genesis Partnership LLC, GHLLC, Skilled Holdings, Genesis Holdings and any other Borrower that would account for more than 5%, individually, or 7.5%, with respect to any one or more Borrowers in the aggregate, of the Consolidated Total Assets or gross revenue (as shown on the most recent financial statements of Ultimate Parent delivered pursuant to Section 6.1(a), 6.1(b) or 6.1(c), as applicable) of the Borrowers on a Consolidated Basis for such period, determined in accordance with GAAP.
Sample 1

Examples of Material Borrower in a sentence

  • This Agreement and the other Loan Documents are within the powers of Borrower or the Material Borrower Entity or other Guarantor party thereto, have been duly authorized and do not conflict with any of its organizational documents.

  • All of the membership, partnership or other ownership interests in Borrower and each Material Borrower Entity, other Guarantor or Other Unencumbered Property Owner have been issued in compliance with all applicable requirements of law.

  • The Loan Documents do not conflict with any law, agreement or obligation by which Borrower or any Material Borrower Entity or other Guarantor is bound.

  • Borrower has no knowledge of any liabilities, contingent or otherwise, not reflected in said financial statements, and neither Borrower nor any Borrower Entity or Joint Venture Entity has entered into any material commitments or material contracts which are not reflected in said balance sheet which may have a Material Adverse Effect on Borrower or any Material Borrower Entity.

  • The classical achievements of automation and control should become one of milestone of future methodology.

  • Any government authority takes action that the Majority Banks believe could have a Material Adverse Effect on Borrower or any Material Borrower Entity.

  • Any lawsuit(s) or arbitration(s) are initiated against Borrower or any Material Borrower Entity involving claims exceeding in the aggregate Fifty Million Dollars ($50,000,000) or more at any one time in excess of any insurance coverage.

  • The 15 supervisory districts described in this section shall be in effect for each succeeding county supervisory election until changed by ordinance or state statute.

  • This Agreement is a legal, valid and binding agreement of Borrower, enforceable against Borrower in accordance with its terms, and any instrument or document required hereunder, when executed and delivered by Borrower or any Material Borrower Entity or other Guarantor, will be similarly a legal, valid, binding and enforceable agreement of such Person.

  • Any judgment or arbitration award is entered against Borrower or any Material Borrower Entity, or Borrower, or any Material Borrower Entity, enters into any settlement agreement with respect to any litigation, claim or arbitration, in an aggregate amount of Ten Million Dollars ($10,000,000) or more in excess of any insurance coverage.


More Definitions of Material Borrower

Material Borrower. (a) Xxxxx, (b) APC, (c) DiscoverReady, (d) Counsel Press, LLC, a Delaware limited liability company, and (e) any other Borrower or group of Borrowers that individually or collectively generate or own ten percent (10%) or more of the total revenues and/or assets of the Business Information Division, the Professional Services Division and/or any other business division hereafter created, of Xxxxx, as determined by reference to the most recent report on Form 10-Q or Form 10-K, as the case may be, with respect to the Borrowers filed with the Securities and Exchange Commission, for the year to date or twelve month period, as applicable, covered thereby.
Sample 1

Related to Material Borrower

  • Initial Borrower has the meaning specified in the preamble hereto.

  • Credit Party means the Administrative Agent, the Issuing Bank, the Swingline Lender or any other Lender.

  • Borrower Party means the Mortgage Loan Borrower, a manager of the Mortgaged Property, an Accelerated Mezzanine Loan Lender or any Borrower Party Affiliate.

  • Borrower Affiliate shall have the meaning set forth in the Lead Securitization Servicing Agreement; provided that in the event that any Non-Lead Note is securitized in a Securitization, the term “Borrower Affiliate” as used in the definitions of “Non-Lead Note Holder” and “Non-Lead Note Holder Representative” shall refer to a “Borrower Affiliate” as defined in the related Non-Lead Securitization Servicing Agreement or such other analogous term used in the related Non-Lead Securitization Servicing Agreement.

  • Borrower as defined in the preamble hereto.

  • Loan Party means the Borrower and each Guarantor.

  • Borrower Party Affiliate means, with respect to the Mortgage Loan Borrower, a manager of the Mortgaged Property or an Accelerated Mezzanine Loan Lender, (a) any other Person controlling or controlled by or under common control with such Mortgage Loan Borrower, manager or Accelerated Mezzanine Loan Lender, as applicable, or (b) any other Person owning, directly or indirectly, 25% or more of the beneficial interests in such Mortgage Loan Borrower, manager or Accelerated Mezzanine Loan Lender, as applicable. For the purposes of this definition, “control” when used with respect to any specified Person means the power to direct the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise and the terms “controlling” and “controlled” have meanings correlative to the foregoing.

  • Material Subsidiary means any Subsidiary that is not an Immaterial Subsidiary.

  • Co-Borrower shall have the meaning assigned to such term in the introductory paragraph of this Agreement.

  • Ultimate Parent means a Company, which owns not less than fifty-one percent (51%) equity either directly or indirectly in the Parent and Affiliates.

  • Parent Borrower as defined in the preamble hereto.

  • SPE Subsidiary means any Subsidiary formed solely for the purpose of, and that engages only in, one or more Securitization Transactions.

  • IDI Subsidiary means any Issuer Subsidiary that is an insured depository institution.

  • Qualified Borrower means any borrower that is a sponsoring entity that has a controlling interest in the real property that is financed by a qualified loan. A controlling interest includes, but is not limited to, a controlling interest in the general partner of a limited partnership that owns the real property.

  • Original Borrower shall have the meaning set forth in the recitals hereto.

  • Parent Guarantor has the meaning specified in the recital of parties to this Agreement.

  • The Borrower has advised the Banks that the Borrower has entered into an Agreement and Plan of Merger and Reorganization, dated as of February 10, 2000 (the "Merger Agreement"), among the Borrower, Opticare Health Systems, Inc. (the "Parent"), and OC Acquisition Corp., a wholly-owned subsidiary of the Parent ("Merger Sub"), pursuant to which the parties intend to merge Merger Sub with and into the Borrower subject to the terms and conditions thereof which include, among other things, restructuring the Obligations owing to the Banks on terms and conditions mutually agreed upon by the Borrower and the Banks. While the Borrower and the Banks have initiated discussions and due diligence concerning the Merger and any proposed restructuring of the Obligations, the Borrower acknowledges that the Banks have not consented to the Merger nor have the Banks agreed to any terms and conditions relating to any restructuring of the Obligations. In the meantime, however, the Borrower intends to continue to sell the remaining physician practice management groups operated by the Borrower and its Subsidiaries (collectively being referred to herein as the "PPM Businesses") and use a portion of the proceeds from the sale of the PPM Businesses to meet its reasonable and necessary operating expenses. To afford the Borrower an opportunity to proceed with the transactions described above, the Borrower has requested that (i) the Banks extend the temporary waiver period provided for in Sections 2.1 and 2.2 of that certain Seventh Amendment and Waiver to Credit Agreement dated as of December 10, 1999, among the Borrower, the Banks, and the Agent (the "Seventh Amendment") (as further amended, in part, by a December 30, 1999, letter agreement, a February 29, 2000, letter agreement, a March 24, 2000, letter agreement, and an April 14, 2000, letter agreement, and a May 5, 2000, letter agreement, in each case between the Borrower, the Banks and the Agent) and, in addition, that the Banks temporarily waive any non-compliance by the Borrower as of December 31, 1999, and as of March 31, 2000, with Sections 8.8 (Total Funded Debt/Adjusted EBITDA Ratio), 8.10 (Interest Coverage Ratio), and 8.11 (Debt Service Coverage Ratio) of the Credit Agreement and the Borrower's non-compliance with Section 8.5(b) of the Credit Agreement with respect to the timely delivery of the Borrower's March 31, 2000, financial statements, in each case to the earlier of June 2, 2000, or the termination of the Merger Agreement pursuant to its terms (the earlier of such dates being referred to herein as the "Waiver Termination Date"), (ii) Bank of Montreal extend the Bridge Loan Period from May 19, 2000, to the Waiver Termination Date, and (iii) postpone the due date for the payment of principal, interest and unused commitment fees otherwise due on or before May 19, 2000, to the Waiver Termination Date. By signing below, the Banks (including Bank of Montreal with respect to the Bridge Loan Commitment) hereby agree to extend the waiver period provided in Sections 2.1 and 2.2 of the Seventh Amendment from May 19, 2000, to the Waiver Termination Date, temporarily waive any non-compliance by the Borrower as of December 31, 1999, and March 31, 2000, with Sections 8.8 (Total Funded Debt/Adjusted EBITDA Ratio), 8.10 (Interest Coverage Ratio), and 8.11 (Debt Service Coverage Ratio) of the Credit Agreement and the Borrower's non-compliance with Section 8.5(b) of the Credit Agreement with respect to the timely delivery of the Borrower's March 31, 2000, financial statements through the period ending on the Waiver Termination Date, agree to extend the Bridge Loan Period to the Waiver Termination Date, and agree to postpone the due date for the payment of principal, interest, and unused commitment fees otherwise due on or before May 19, 2000, to the Waiver Termination Date, provided that:

  • Additional Borrower means a company which becomes an Additional Borrower in accordance with Clause 25 (Changes to the Obligors).

  • Bank Subsidiary means the subsidiary or subsidiaries of the Bank which may from time to time be specified by the Bank to the Customer;

  • Subsidiary Loan Party means each Subsidiary of the Borrower that is a party to the Guarantee Agreement.

  • Credit Parties means the Borrower and the Guarantors.

  • U.S. Credit Party means the U.S. Borrower and each U.S. Subsidiary Guarantor.

  • New Borrower means (a) each New Company that is a Company Borrower, and (b) each other Company (including a New Company) acting on behalf of, and for the account of, each Series thereof that is a New Fund.

  • Loan Parties means, collectively, the Borrower and each Guarantor.

  • means Borrower s forecasted consolidated and consolidating:

  • Material Subsidiaries Subsidiaries of the Parent Borrower constituting, individually or in the aggregate (as if such Subsidiaries constituted a single Subsidiary), a “significant subsidiary” in accordance with Rule 1-02 under Regulation S-X.