Passport 6.0 definition

Passport 6.0 means the electronic and/or internet-based system approved by Lender for the purpose of making notices, requests, deliveries, communications, and for the other purposes contemplated in this Agreement or otherwise approved by Lender, whether such system is owned, operated or hosted by Lender, any of its Affiliates or any other Person.

Passport 6.0 means the electronic and/or internet-based system approved by Agent for the purpose of making notices, requests, deliveries, communications, and for the other purposes contemplated in this Agreement or otherwise approved by Agent, whether such system is owned, operated or hosted by Agent, any of its Affiliates or any other Person.

Passport 6.0 means the electronic and/or internet-based system approved by Lender for the purpose of making notices, requests, deliveries, communications, and for the other purposes contemplated in this Agreement or otherwise approved by Xxxxxx, whether such system is owned, operated or hosted by Xxxxxx, any of its Affiliates or any other Person. “Paying Guarantor” has the meaning set forth in Section 8.10. “Payment Conditions” means, in respect of any investment, loan, guaranty, repurchase of Equity Interests or any other applicable transaction (each, a “Specified Transaction”), the following conditions: (a) no Default or Event of Default shall have occurred and be continuing or shall result therefrom, (b) the Loan Parties shall have Liquidity on the date of such proposed Specified Transaction (before giving effect thereto) and on a pro forma basis after giving effect thereto that is no less than $17,500,000 for the 30 day period immediately thereafter, (c) the Loan Parties shall have a Fixed Charge Coverage Ratio of at least 1.10:1.00), calculated as of the last day of the calendar month most recently ended prior to the date of the proposed Specified Transaction for which financial statements have been delivered to Agent, for the twelve (12) consecutive calendar month period then ended on a pro forma basis as though such proposed Specified Transaction had occurred on the first day of such four (4) consecutive calendar month period, and (d) Lender shall have received a certificate executed by an Authorized Office certifying to Lender that the foregoing conditions in clauses (a) through (c) have been satisfied and will be satisfied on the date of such proposed Specified Transaction (before giving effect thereto) and on a pro forma basis after giving effect thereto. “PBGC” means the Pension Benefit Guaranty Corporation. “Pension Act” means the Pension Protection Act of 2006. “Pension Funding Rules” means the rules of the Code and ERISA regarding minimum required contributions (including any installment payment thereof) to Pension Plans and Multiemployer Plans and set forth in, with respect to plan years ending prior to the effective date of the Pension Act, Section 412 of the Code and Section 302 of ERISA, each as in effect prior to the Pension Act and, thereafter, Section 412, 430, 431, 432 and 436 of the Code and Sections 302, 303, 304 and 305 of ERISA, and any sections of the Code or ERISA related thereto that are enacted after the date of this Agreement.

Examples of Passport 6.0 in a sentence

• Each Loan Party will cause to be prepared and furnished to Agent, in each case in a form and in such detail as is acceptable to Agent the following items (the items to be provided under this Section 5.15 shall be delivered to Agent by posting on Passport 6.0 (or, if requested by Agent, by another form of Approved Electronic Communication or in writing)).

• Each Borrower and each other Loan Party executing this Agreement agrees that neither Agent, nor any Lender has responsibility for maintaining or providing any equipment, software, services or any testing required in connection with Passport 6.0, any Approved Electronic Communication or otherwise required for Passport 6.0 or any Approved Electronic Communication.

• Prior to the Closing Date, Borrowing Agent shall deliver to Agent a complete and executed Client User Form regarding Borrowing Agent’s use of Passport 6.0 in the form of Exhibit C annexed hereto.

• No warranty of any kind is made by Agent, any Lender or any of their Affiliates or related persons in connection with Passport 6.0 or any other electronic platform or electronic transmission, including any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects.

• None of Agent, any Lender or any of their Affiliates or related persons warrants the accuracy, adequacy or completeness of Passport 6.0 or any other electronic platform or electronic transmission and disclaims all liability for errors or omissions therein.

• Borrowing Agent shall request each Revolving Loan by an Authorized Officer submitting such request via Passport 6.0 (or, if requested by Agent, by delivering, in writing or via an Approved Electronic Communication, a Notice of Borrowing substantially in the form of Exhibit A hereto) (each such request a “Notice of Borrowing”).

• Passport 6.0 and all Approved Electronic Communications shall be provided “as is” and “as available”.