Minimum Payoff Amount means, with respect to a Takeout Transaction, an amount of proceeds equal to the sum of (i) the product of the aggregate Discounted Solar Asset Balance or the Collateral subject to such Takeout Transaction times the Effective Advance Rate then in effect plus (ii) any accrued interest with respect to the amount of principal of Advances being prepaid in connection with such Takeout Transaction, plus (iii) any fees due and payable to any Lender or the Administrative Agent with respect to such Takeout Transaction plus (iv) any other amounts owed by the Borrower and required to be paid pursuant to Section 2.7(B) on the date of such Takeout Transaction; provided that if such Takeout Transaction is being undertaken to cure an Event of Default, then the Minimum Payoff Amount shall include such additional proceeds as are necessary to cure such Event of Default, if any.
Minimum Payoff Amount means, with respect to Solar Loans subject to a Takeout Transaction, an amount of proceeds equal to the sum of (i) the product of the aggregate Solar Loan Balance of such Solar Loans times the Weighted Average Advance Rate then in effect plus (ii) any accrued interest with respect to the amount of principal of Advances being prepaid in connection with such Takeout Transaction, plus (iii) any fees due and payable to any Lender or the Agent with respect to such Takeout Transaction; provided that if such Takeout Transaction is being undertaken to cure an Event of Default, then the Minimum Payoff Amount shall include such additional proceeds as are necessary to cure such Event of Default, if any.
Minimum Payoff Amount means, an amount of proceeds equal to the sum of (i) with respect to Solar Loans subject to a Takeout Transaction, the product of the aggregate Solar Loan Balance of such Solar Loans times [***]% plus (ii) with respect to Solar Assets subject to a Takeout Transaction, the product of the Aggregate Discounted Solar Asset Balance or the Collateral subject to such Takeout Transaction times the Effective Advance Rate then in effect plus (iii) any accrued interest with respect to the amount of principal of Advances being prepaid in connection with such Takeout Transaction, plus (iv) any fees due and payable to any Lender or the Agent with respect to such Takeout Transaction plus (v) any other amounts owed by the Borrower and required to be paid pursuant to Section 2.7(B) or Section 2.7(C) on the date of such Takeout Transaction; provided that if such Takeout Transaction is being undertaken to cure an Event of Default, then the Minimum Payoff Amount shall include such additional proceeds as are necessary to cure such Event of Default, if any.
More Definitions of Minimum Payoff Amount
Minimum Payoff Amount means, with respect to Solar Loans subject to a Takeout Transaction (including in connection with a conveyance pursuant to Section 5.2(A)(iii)), an amount of proceeds equal to the sum of (i) the product of the aggregate Solar Loan Balance of such Solar Loans times the Weighted Average Advance Rate then in effect plus (ii) any accrued interest with respect to the amount of principal of Advances being prepaid in connection with such Takeout Transaction, plus (iii) any fees due and payable to any Lender or the Administrative Agent with respect to such Takeout Transaction; provided that if such Takeout Transaction is being undertaken to cure an Event of Default, then the Minimum Payoff Amount shall include such additional proceeds as are necessary to cure such Event of Default, if any.
Minimum Payoff Amount means, with respect to Home Improvement Loans subject to a Takeout Transaction, an amount of proceeds equal to the sum of (i) the product of the aggregate Home Improvement Loan Balance of such Home Improvement Loans times the Advance Rate then in effect plus (ii) any accrued interest with respect to the amount of principal of Advances being prepaid in connection with such Takeout Transaction, plus (iii) all Liquidation Fees, Unused Line Fees and other fees under any Fee Letter due and payable to any Lender or the Administrative Agent with respect to such Takeout Transaction; provided that if such Takeout Transaction is being undertaken to cure an Event of Default, then the Minimum Payoff Amount shall include such additional proceeds as are necessary to cure such Event of Default, if any.
Minimum Payoff Amount means, with respect to Solar Assets or a Borrower Subsidiary subject, directly or indirectly, to a Takeout Transaction, an amount equal to the sum of:
Minimum Payoff Amount. “Partial Release Conditions”, “Solar Asset Portfolio Value”, “Solar Asset Portfolio Value (Non-Reduced Advance Rate)”, “Solar Asset Portfolio Value ([***])”, “Supplemental Reserve Account Deposit”, “Supplemental Reserve Account Required Balance”, “Takeout Transaction”, “Target Fund”, “Target Fund Approvals”, “Target Non-Qualifying Tax Equity Fund”, “Target Qualifying Tax Equity Fund”, “Target Tax Equity Opco”, “Target Wholly-Owned Subsidiary”, “Tax Equity Required Consent” or any of the component definitions of any thereof in a manner that would have the effect of increasing the Borrowing Base in any material respect without the written consent of the Super-Majority Lenders, except for any amendment to any such definition to (x) correct any scrivener error(s) or (y) clarify the meaning of any such definition; (xii) amend the definitions of “Borrowing Base”, “Eligible Solar Asset”, “Liquidity Reserve Account Required Balance”, “Post-PTO Reserve Account Required Balance”, or any of the component definitions of any thereof in a manner that would have the effect of increasing the Borrowing Base in any material respect without the written consent of all Lenders, except for any amendment to any such definition to (x) correct any scrivener error(s) or (y) clarify the meaning of any such definition; (xiii) amend the definition of Commitment or Exhibit E hereto without the consent of the Lender whose Commitment would be impacted thereby (it being understood that reductions of Commitments pursuant to Section 2.6(A) and increases in Commitments pursuant to Section 2.6(B) shall be governed by such Sections); (xiv) release or subordinate all or any material portion of the Collateral, or any Relevant Party from its obligations under the Collateral Documents or any membership interests without the written consent of each Lender, in each case, other than in connection with a disposition permitted hereunder; or (xv) effect an amendment pursuant to Section 10.29 or otherwise amend or waive compliance with paragraph 25 of Schedule II, in each case, without the consent of the Super-Majority Lenders. The Borrower agrees to provide notice to each party hereto of any amendments to or waivers of any provision of this Agreement; provided that the Borrower shall provide the Conduit
Minimum Payoff Amount in the Holdco Credit Agreement, as notified to the Administrative Agent by the Holdco Administrative Agent (each such notice, a “Holdco Minimum Payoff Amount Notice”). “Holdco Minimum Payoff Amount Notice” shall have the meaning set forth in the definition of Holdco Minimum Payoff Amount. “Holdco Paying Agent” shall have the meaning set forth in the definition of Holdco Credit Agreement.
Minimum Payoff Amount means, with respect to a Takeout Transaction, an amount equal to the sum of: (i) an amount equal to the excess (if positive) of (x) the aggregate principal amount of the Advances outstanding as of the date of such Takeout Transaction over (y) the Borrowing Base calculated after giving effect to such Takeout Transaction (the “Required Advance Repayment Amount”); (ii) any accrued interest with respect to the amount of principal of Advances being prepaid in connection with such Takeout Transaction; (iii) any fees due and payable to any Lender or the Administrative Agent with respect to such Takeout Transaction; (iv) any amounts payable pursuant to Section 2.12(A) in connection with such Takeout Transaction; (v) any outstanding expenses (including reasonable and documented expenses of counsel), fees or indemnity amounts accrued in accordance with the Transaction Documents; and (vi) any Hedge Termination Payments that the Borrower is required to pay in connection with any partial terminations of any Hedge Agreements in connection with such Takeout Transaction (including in order to remain in compliance with the Hedge Requirements after giving effect to such Takeout Transaction); provided that if such Takeout Transaction is being undertaken to cure an Event of Default, then the Minimum Payoff Amount shall include such additional proceeds as are necessary to cure such Event of Default. “MOMA” means, with respect to a Tax Equity Fund or a Wholly-Owned Subsidiary, the master operation, maintenance and administration agreement, between such Wholly-Owned Subsidiary or the related Tax Equity Opco or Inverted Lease Tenant, as applicable, and the Operator whereby the Operator is responsible for (i) providing the operations and maintenance services with respect to the Solar Assets owned by such Tax Equity Fund or such Wholly-Owned Subsidiary, as applicable, and maintaining required insurance and (ii) providing the billing, collecting and enforcing Customer Agreements, remote monitoring of PV Systems and other