Material Joint Venture definition

Material Joint Venture means a Company Joint Venture in which the Company and the Company Subsidiaries, collectively, have invested, or committed to invest, at least $3.0 million.

Material Joint Venture means a Joint Venture in which the Borrower has made a net equity investment of $15,000,000 or greater. For purposes of this definition, the Borrower’s aggregate Investment in a Joint Venture will be valued at book value as shown on the consolidated balance sheet of the Borrower, as determined in accordance with GAAP.

Material Joint Venture means a Joint Venture in which the Borrower has made a net equity investment of $15,000,000 or greater. For purposes of this definition, the Borrower’s aggregate Investment in a Joint Venture will be valued at (a) the aggregate amount of cash and cash equivalents and the net book value of other property (less, without duplication, the aggregate principal amount of Indebtedness secured by a Lien on such property at the time of contribution unless, after giving effect to the contribution of such property to the Joint Venture and any other transactions occurring in connection therewith, such Indebtedness constitutes an obligation of the Borrower or any of its Subsidiaries) contributed by the Borrower to such Joint Venture minus (b) the aggregate amount of distributions received by the Borrower from such Joint Venture that would be classified as a return of capital (as opposed to a return on investment).

Examples of Material Joint Venture in a sentence

• There are, and, since January 1, 2020, there have been, no Actions pending or, to the knowledge of Sellers, threatened or under investigation against, any Company Entity or against, to the Actual Knowledge of Sellers, any Material Joint Venture that is, was or would reasonably be expected to be material to the Company Entities, taken as a whole.

• No Company Entity or, to the Actual Knowledge of Sellers, Material Joint Venture, is, or since January 1, 2020 has been, subject to any outstanding order, writ, injunction or decree that is, was or would reasonably be expected to be material to the Company Entities, taken as a whole.

• Each Material Contract is in full force and effect, and is valid, binding and enforceable upon each Loan Party, Material Joint Venture and/or Subsidiary of any Loan Party party thereto and, to the knowledge of the Loan Parties, upon each of the other parties thereto, in accordance with their respective terms.

• Borrower’s Pro Rata Share of EBITDA of each Material Joint Venture (From Annex 1): $________ 3.

• As of the date of this Agreement, neither EchoStar nor any EchoStar Subsidiary (including Merger Sub) owns any equity interest or joint venture, partnership or similar interest in any other Entity that would constitute an EchoStar Material Joint Venture, other than as listed in Section 2.1(b) of the EchoStar Disclosure Letter.

More Definitions of Material Joint Venture

Material Joint Venture means a Joint Venture that, as of the end of the most recent four-quarter period, had (i) total assets which exceeded 10 percent of the total combined assets of the Issuer at the end of such period or (ii) total revenues which exceeded 15 percent of the total combined revenues of the Issuer for such period.

Material Joint Venture means a Joint Venture in which Healthpeak OP has made a net equity investment of $15,000,000 or greater. For purposes of this definition, Healthpeak OP’s aggregate Investment in a Joint Venture will be valued at book value as shown on the consolidated balance sheet of Healthpeak OP, as determined in accordance with GAAP.

Material Joint Venture of a Person means a joint venture in which the Person participates, directly or indirectly, whether as a partner, shareholder, interest holder or otherwise, that is material to the financial condition, operations or prospects of the Person on a consolidated basis;

Material Joint Venture means a Joint Venture in which the Borrower has made a net equity investment of $15,000,000 or greater. For purposes of this definition, the Borrower’s aggregate Investment in a Joint Venture will be valued at book value as shown on the consolidated balance sheet of the Borrower, as determined in accordance with GAAP. “Material Recourse Indebtedness” means any Indebtedness of the Parent Guarantor, the Borrower and/or any of their respective Subsidiaries (other than Indebtedness under the Loan Documents and Indebtedness under Swap Contracts) that (a) does not constitute Non-Recourse Indebtedness, and (b) individually or in the aggregate, has a principal amount (including, without duplication, undrawn committed or available amounts and amounts owing to all creditors under any combined or syndicated credit arrangement) of more than the Threshold Amount. “Material Subsidiary” means each Subsidiary or any group of Subsidiaries (i) which, as of the most recent fiscal quarter of the Parent Guarantor or the Borrower, as applicable, for the period of four consecutive fiscal quarters then ended, for which financial statements have been delivered pursuant to Section 6.01 (or, prior to the delivery of such financial statements for the fiscal quarter ending September 30March 31, 20222024, for the period of four consecutive fiscal quarters ended June 30December 31, 20222023), contributed greater than $100,000,000 of Enterprise EBITDA for such period or (ii) which contributed greater than $300,000,000 of Enterprise Gross Asset Value as of such date. A group of Subsidiaries (a “Material Group”) each of which is not otherwise a Material Subsidiary (defined in the foregoing sentence) shall constitute a Material Subsidiary if the group taken as a single entity satisfies the requirements of the foregoing sentence. 21

Material Joint Venture means each of (a) the bp JV, (b) the TotalEnergies JV, (c) the TotalEnergies DR JV, (d) the PlasmaFlow JV, (e) any Permitted Additional TotalEnergies JV and (f) any other Permitted Additional JV.

Material Joint Venture means a joint venture in which a party participates, whether as a partner, shareholder, interest holder or otherwise, that is material to that party’s financial condition, operations or prospects;

Material Joint Venture means any Person listed in Section 1.01(f) of the Company Disclosure Schedules.