Negative Pledge Assets definition

Negative Pledge Assets means all property and interests in property now owned or hereafter acquired by the Borrower in or upon which a Negative Pledge is granted to the Lender by the Borrower, whether under this Agreement, the other Loan Documents, or under any other documents, instruments or writings executed by the Borrower, and delivered to the Lender.
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Negative Pledge Assets means, collectively, (i) the Note(s) Receivables (other than any Note(s) Receivables that may be approved by the Required Lenders), (ii) all property management contracts of the Borrowing Group, and (iii) the Borrowing Group’s general partnership interests in partnerships that own properties managed by any member of the Borrowing Group.
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Negative Pledge Assets means, collectively, (i) any ER Mining License, (ii) the Capital Stock of the Company, (iii) the Capital Stock of ERC, (iv) the land use/possession right with respect to the land on which the Coal Wash Plant is sited, (v) the land use/possession right with respect to the land on which the Power Plant is sited, and (vi) the land use/possession right with respect to the land on which the Water Facility is sited.
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Examples of Negative Pledge Assets in a sentence

  • Borrower shall not sell, lease, transfer or otherwise dispose of any of the Negative Pledge Assets to any Person, except for sales of Inventory to customers in the ordinary course of business or the sale of uncollectible Accounts to collection companies in the ordinary course of business and for fair value.

  • Borrower shall take such action as Lender may from time to time require to assure Lender that no Person storing any Third Party Goods with Borrower has any interest in the Negative Pledge Assets.

  • This Agreement, Lender’s security interests in the Negative Pledge Assets, and all of the other Loan Documents shall continue in full force and effect so long as any Liabilities shall be owed to Lender, and (even if there shall be no Liabilities outstanding) so long as this Agreement has not been terminated as provided in subsection 2.8 hereof.

  • Notwithstanding any termination, until all of the Liabilities shall have been fully paid and satisfied and all Loan Documents between the Borrower and the Lender shall have been terminated, all of the Lender’s rights and remedies under this Agreement and the other Loan Documents shall survive, and the Borrower shall continue to be obligated under the Negative Pledge contained herein in and to all existing and future Negative Pledge Assets, as hereinafter defined.

  • The Negative Pledge Assets are located at the locations set forth on Exhibit A1 or Exhibit A2 attached hereto, except for Inventory in transit or at processors or packagers in conformity with the terms of the Agreement and the Inventory sold through the Deposit Inventory System which is located at Borrower’s Customer’s locations.

  • Since the date of the consolidated financial statements of Lawson, dated December 31, 1999 and the consolidated interim statement dated September 30, 2000, there has been no material adverse change in Borrower's financial condition, results of operations or business or in the value of Borrower's Negative Pledge Assets.

  • This Agreement, Lender's security interests in the Negative Pledge Assets, and all of the other Loan Documents shall continue in full force and effect so long as any Liabilities shall be owed to Lender, and (even if there shall be no Liabilities outstanding) so long as this Agreement has not been terminated as provided in subsection 2.8 hereof.

  • Notwithstanding any termination, until all of the Liabilities shall have been fully paid and satisfied and all Loan Documents between the Borrower and the Lender shall have been terminated, all of the Lender's rights and remedies under this Agreement and the other Loan Documents shall survive, and the Borrower shall continue to be obligated under the Negative Pledge contained herein in and to all existing and future Negative Pledge Assets, as hereinafter defined.

  • The Negative Pledge Assets are located at the locations set forth on Exhibit A1 or Exhibit A2 attached hereto, except for Inventory in transit or at processors or packagers in conformity with the terms of the Agreement and the Inventory sold through the Deposit Inventory System which is located at Borrower's Customer's locations.

  • Since the date of the consolidated financial statements of Lawson, dated December 31, 1999 and the consolidated interim statement dated September 30, 2000, there has been no material adverse change in Borrower’s financial condition, results of operations or business or in the value of Borrower’s Negative Pledge Assets.


More Definitions of Negative Pledge Assets

Negative Pledge Assets means each of the properties known as (i) “Wyndham Xxxx Xxxx Resort & Country Club”, (ii) “Park Shore Waikiki”, (iii) “The Wyndham New York”, (iv) “Wyndham Hotels - Denver Tech Center” and (v) “Wyndham Billerica”.
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Negative Pledge Assets means those certain Real Properties wholly owned by one or more of the Consolidated Parties set forth on Schedule 1 attached hereto, as such Schedule 1 may be from time to time amended pursuant to the terms of Section 1 hereof.
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Negative Pledge Assets means those certain assets set forth on Schedule 1.1.(d) hereto.
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Related to Negative Pledge Assets

  • Negative Pledge Agreement means the Negative Pledge Agreement, in the form of Exhibit A hereto, by and between the Borrower and the Administrative Agent for the benefit of the Lenders, as amended, supplemented, modified, extended or restated from time to time, pursuant to which the Borrower shall agree not to pledge or xxxxx x xxxx on the stock of any Bank Subsidiary to any Person.

  • Negative Pledge means, with respect to a given asset, any provision of a document, instrument or agreement (other than any Loan Document) which prohibits or purports to prohibit the creation or assumption of any Lien on such asset as security for Indebtedness of the Person owning such asset or any other Person; provided, however, that an agreement that conditions a Person’s ability to encumber its assets upon the maintenance of one or more specified ratios that limit such Person’s ability to encumber its assets but that do not generally prohibit the encumbrance of its assets, or the encumbrance of specific assets, shall not constitute a Negative Pledge.

  • Permitted Equity Interests means common stock of the Borrower that after its issuance is not subject to any agreement between the holder of such common stock and the Borrower where the Borrower is required to purchase, redeem, retire, acquire, cancel or terminate any such common stock.

  • Borrower Pledge Agreement means the Pledge Agreement executed and delivered by the Borrower pursuant to Section 5.1.5, substantially in the form of Exhibit F-1 hereto, as amended, supplemented, restated or otherwise modified from time to time.

  • Holdings Pledge Agreement means the Holdings Pledge Agreement, dated as of the Closing Date, among Holdings and the Collateral Agent.

  • Special Purpose Subsidiary means any (a) not-for-profit Subsidiary, (b) captive insurance company or (c) Receivables Subsidiary and any other Subsidiary formed for a specific bona fide purpose not including substantive business operations and that does not own any material assets, in each case, that has been designated as a “Special Purpose Subsidiary” by the Borrower.

  • Pledged Indebtedness means the Indebtedness evidenced by promissory notes and instruments listed on Schedule I hereto.

  • Receivables Facility Attributed Indebtedness means the amount of obligations outstanding under a receivables purchase facility on any date of determination that would be characterized as principal if such facility were structured as a secured lending transaction rather than as a purchase.

  • Pledged Equity Interest means an Equity Interest that is included in the Collateral at such time.

  • Company Pledge Agreement means the Company Pledge Agreement executed and delivered by Company on the Closing Date, substantially in the form of Exhibit XIII annexed hereto, as such Company Pledge Agreement may thereafter be amended, supplemented or otherwise modified from time to time.

  • Excluded Equity Interests means (a) any Equity Interests with respect to which, in the reasonable judgment of the Administrative Agent and the Borrower, the cost or other consequences of pledging such Equity Interests in favor of the Secured Parties under the Security Documents shall be excessive in view of the benefits to be obtained by the Secured Parties therefrom, (b) solely in the case of any pledge of Equity Interests of any Foreign Subsidiary or FSHCO (in each case, that is owned directly by the Borrower or a Guarantor) to secure the Obligations, any Equity Interest that is Voting Stock of such Foreign Subsidiary or FSHCO in excess of 65% of the Voting Stock of such Subsidiary, (c) any Equity Interests to the extent the pledge thereof would be prohibited by any Requirement of Law, (d) in the case of (i) any Equity Interests of any Subsidiary to the extent the pledge of such Equity Interests is prohibited by Contractual Requirements existing on the Closing Date or at the time such Subsidiary is acquired (provided that such Contractual Requirements have not been entered into in contemplation of such Subsidiary being acquired), or (ii) any Equity Interests of any Subsidiary that is not a Wholly owned Subsidiary at the time such Subsidiary becomes a Subsidiary, any Equity Interests of each such Subsidiary described in clause (i) or (ii) to the extent (A) that a pledge thereof to secure the Obligations is prohibited by any applicable Contractual Requirement (other than customary non-assignment provisions which are ineffective under the Uniform Commercial Code or other applicable Requirements of Law), (B) any Contractual Requirement prohibits such a pledge without the consent of any other party; provided that this clause (B) shall not apply if (1) such other party is a Credit Party or a Wholly owned Subsidiary or (2) consent has been obtained to consummate such pledge (it being understood that the foregoing shall not be deemed to obligate the Borrower or any Subsidiary to obtain any such consent)) and only for so long as such Contractual Requirement or replacement or renewal thereof is in effect, or (C) a pledge thereof to secure the Obligations would give any other party (other than a Credit Party or a Wholly owned Subsidiary) to any Contractual Requirement governing such Equity Interests the right to terminate its obligations thereunder (other than customary non-assignment provisions that are ineffective under the Uniform Commercial Code or other applicable Requirement of Law), (e) the Equity Interests of any Immaterial Subsidiary (unless a security interest in the Equity Interests of such Subsidiary may be perfected by filing an “all assets” UCC financing statement) and any Unrestricted Subsidiary, (f) the Equity Interests of any Subsidiary of a Foreign Subsidiary or FSHCO, (g) any Equity Interests of any Subsidiary to the extent that the pledge of such Equity Interests would result in material adverse tax consequences to the Borrower or any Subsidiary as reasonably determined by the Borrower, (h) any Equity Interests set forth on Schedule 1.1(b) which have been identified on or prior to the Closing Date in writing to the Administrative Agent by an Authorized Officer of the Borrower and agreed to by the Administrative Agent and (i) Margin Stock.

  • U.S. Pledge Agreement means a Pledge Agreement substantially in the form of Exhibit B-1 between the Borrower, the Subsidiary Guarantors and the Administrative Agent.

  • Parent Pledge Agreement means that certain Pledge Agreement, dated of the date hereof, made by Parent in favor of Agent.

  • Foreign Pledge Agreement means a pledge agreement securing the Obligations or any of them that is governed by the law of a jurisdiction other than the United States and reasonably satisfactory in form and substance to the Collateral Agent.

  • Foreign Subsidiary Total Assets means the total assets of the Foreign Subsidiaries, as determined in accordance with GAAP in good faith by a Responsible Officer, without intercompany eliminations.

  • Pledged Equity Interests means all Pledged Stock, Pledged LLC Interests, Pledged Partnership Interests and Pledged Trust Interests.

  • Excluded Indebtedness means all Indebtedness not incurred in violation of Section 6.01.

  • Preferred Equity Interest in any Person, means an Equity Interest of any class or classes (however designated) which is preferred as to the payment of dividends or distributions, or as to the distribution of assets upon any voluntary or involuntary liquidation or dissolution of such Person, over Equity Interests of any other class in such Person.

  • Canadian Pledge Agreement means a pledge agreement, in form and substance reasonably satisfactory to the Administrative Agent, executed by the Borrower and each Guarantor that is a Canadian Subsidiary, pursuant to which each such Person pledges to the Collateral Agent all of its right, title and interest in and to all Stock of each Subsidiary in which it has an interest, as the same may be amended, restated, supplemented or otherwise modified from time to time.

  • Permitted Receivables Documents means all documents and agreements evidencing, relating to or otherwise governing a Permitted Receivables Financing.

  • Permitted Liens means, with respect to any Person:

  • Receivables Transaction Attributed Indebtedness means the amount of obligations outstanding under the legal documents entered into as part of any Qualified Receivables Transaction on any date of determination that would be characterized as principal if such Qualified Receivables Transaction were structured as a secured lending transaction rather than as a purchase.

  • Special Purpose Securitization Subsidiary means (i) a direct or indirect Subsidiary of the Borrower established in connection with a Permitted Securitization Financing for the acquisition of Securitization Assets or interests therein, and which is organized in a manner (as determined by the Borrower in good faith) intended to reduce the likelihood that it would be substantively consolidated with Holdings (prior to a Qualified IPO), the Borrower or any of the Subsidiaries (other than Special Purpose Securitization Subsidiaries) in the event Holdings (prior to a Qualified IPO), the Borrower or any such Subsidiary becomes subject to a proceeding under the U.S. Bankruptcy Code (or other insolvency law) and (ii) any subsidiary of a Special Purpose Securitization Subsidiary.

  • Preferred Equity Interests means, with respect to any Person, Equity Interests in such Person which are entitled to preference or priority over any other Equity Interest in such Person in respect of the payment of dividends or distribution of assets upon liquidation or both.

  • Special Purpose Receivables Subsidiary means a direct or indirect Subsidiary of the Borrower established in connection with a Permitted Receivables Financing for the acquisition of Receivables Assets or interests therein, and which is organized in a manner intended to reduce the likelihood that it would be substantively consolidated with the Borrower or any of the Subsidiaries (other than Special Purpose Receivables Subsidiaries) in the event the Borrower or any such Subsidiary becomes subject to a proceeding under the U.S. Bankruptcy Code (or other insolvency law).

  • Transaction Liens means the Liens on Collateral granted by the Credit Parties under the Security Documents.