PNC Agreement definition

PNC Agreement means that certain Credit Agreement dated as of July 2, 2021 among the Borrower, the Parent Entity, the other guarantors party thereto, the lenders party thereto and PNC Bank, National Association, as administrative agent, as such agreement is amended, modified, restated or replaced from time to time.

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PNC Agreement means the Revolving Credit and Security Agreement dated March 14, 2000, among Company, the other borrowers from time to time party thereto, Lenders and Agent, as such agreement may be amended, modified, restated, replaced, extended, refinanced, increased, renewed or supplemented from time to time, any and all agreements relating thereto and any agreement executed with or in favor of the Agent or any of the Lenders in connection with any amendment, modification, restatement, replacement, extension, refinancing, renewal or supplement thereof.

PNC Agreement has the meaning set forth in Section 8.03(a).

Examples of PNC Agreement in a sentence

• Create, incur, assume or suffer to exist any Indebtedness, except: 69 CHAR1\2011656v6 (a) (i) Indebtedness under the Loan Documents, (ii) Indebtedness incurred under the BofA Agreement, (iii) Indebtedness incurred under the PNC Agreement and (iv) Indebtedness under the Capital One Agreement.

• In addition, in the event the Company shall be required to pay a fee pursuant to clause (i) of the preceding sentence and, prior to the date which is ninety days following the termination of this Agreement, the Company shall acquire all or substantially all of the assets subject to the PNC Agreement, the Company shall pay to one or more designees of the ▇▇▇▇▇▇ ▇.

• The Collection Agent shall, within one Business Day after the Collection Agent's receipt thereof, remit to the Collection Account any payment received by the Collection Agent pursuant to the PNC Agreement which relates to an amount due and owing under this Agreement, unless otherwise previously paid by the Collection Agent or Transferor hereunder or by PNC directly to the Administrative Agent.

• The Company shall use the net proceeds from the sale of the Securities hereunder for working capital purposes and not for the satisfaction of any portion of the Company's debt (other than pursuant to the PNC Agreement and payment of (a) trade payables in the ordinary course of the Company's business and consistent with prior practices or (b) capital lease obligations).

• All material contracts to which the Company or its Subsidiaries are parties on or prior to the date hereof which will be required to be described or filed as an Exhibit in the SEC Documents required to be filed following the date hereof, including any amendment to the PNC Agreement have been provided to the Purchasers or are listed on Schedule 3.11 and are in full force and effect.

• At the Closing, NET shall provide to the Surviving Corporation any funds necessary to repay all indebtedness owed to PNC by the Company pursuant to the PNC Agreement.

• The Collection Agent will not amend, modify or supplement the PNC Agreement or waive any provision thereof regarding or relating to the Assigned Rights, in each case except with the prior written consent of the Administrative Agent and the Purchaser Agents; nor shall the Collection Agent take any other action under the PNC Agreement that could reasonably be expected to have a Material Adverse Effect or which is inconsistent with the terms of this Agreement.

• The Company shall use the net proceeds from the sale of the Securities hereunder for the repayment of debt incurred under the PNC Agreement and for working capital purposes and not for the satisfaction of any portion of the Company's debt (other than pursuant to the PNC Agreement and payment of (a) trade payables in the ordinary course of the Company's business and consistent with prior practices or (b) capital lease obligations).

• The Company shall have obtained alternative debt and/or equity financings pursuant to which the Company shall have satisfied all the Company's obligations to P.N.C. Bank under the P.N.C. Agreement (the "Alternative Financing(s)") and pursuant to any debt issued in such Alternative Financing(s), no amounts shall be due and payable for less than one (1) year following the Second Closing.

• The proceeds from the purchase and sale of the Bridge Securities hereunder will be used for general corporate purposes and in connection with the acquisition simultaneously with the Closing of certain assets of the PNC National Bank in accordance with the Purchase and Sale Agreement, dated September 4, 1998, by and between Direct Merchants Credit Card Bank, National Association and the PNC National Bank, as amended (the "PNC Agreement").

More Definitions of PNC Agreement

PNC Agreement means that certain Credit Agreement dated as of July 2, 2021 (as amended, restated, amended and restated, replaced, supplemented or otherwise modified from time to time), among the Borrower, the Parent Entity, any other guarantors party thereto, the lenders party thereto and PNC Bank, National Association, as administrative agent. “Property” means any real estate asset directly owned by any member of the Consolidated Group, any of its Subsidiaries or any Unconsolidated Affiliate. 26 CHAR1\2016016v5 “Property Management Fees” means, with respect to each Property for any period 3% of the aggregate base rent and percentage rent due and payable under leases with tenants at such Property. “PTE” means a prohibited transaction class exemption issued by the U.S. Department of Labor, as any such exemption may be amended from time to time. “Public Lender” has the meaning specified in Section 7.02. “Qualified ECP Guarantor” means, at any time, each Loan Party with total assets exceeding $10,000,000 or that qualified at such time as an “eligible contract participant” under the Commodity Exchange Act and can cause another Person to qualify as an “eligible contract participant” at such time under Section 1a(18)(A)(v)(II) of the Commodity Exchange Act. “Qualified Fees” means, to the extent earned on a current basis (i.e. expected to be paid or settled in 30 days but excluding any payments made with Equity Interests) and are not deferred (except as set forth in (vii) below) by (a) the Borrower, (b) a wholly-owned Subsidiary of the Borrower or (c) a majority owned Subsidiary of the Borrower in which the Borrower, directly or indirectly, has the sole discretion to distribute any Qualified Fees at such Subsidiary to the Borrower (for clarification purposes, with respect to any non-wholly owned Subsidiary, only the pro rata portion of those fees that can be distributed to the Borrower shall constitute Qualified Fees for the purposes hereunder), all amounts consisting of the following: (i) property management fees, (ii) asset management fees, (iii) leasing commissions, (iv) tenant improvement oversight fees, (v) property acquisition fees, (vi) property financing fees and (vii) deferred asset management fees; provided that if the Qualified Fees attributable to the fees incurred with respect to clauses (v), (vi) and (vii) above accounts for more than 40% of the aggregate Qualified Fees, the amount of such property acquisition fees, property financing fees and deferred asset mana...

PNC Agreement means that certain Amended and Restated Revolving Credit, Term Loan and Security Agreement, dated as of June 5, 2018, by and among PNC Bank, National Association, as lender and as agent, Motorcar Parts of America, Inc., as US Borrower, and D&V Electronics Ltd., ▇▇▇▇▇ Electric Ltd., and ▇▇▇▇▇ Electric Inc., as the Canadian Borrowers, as amended.

PNC Agreement means that certain Credit Agreement, dated as of July 2, 2021 (as amended, restated, amended and restated, replaced, supplemented or otherwise modified from time to time), among the Borrower, the Parent Entity, any other guarantors party thereto, the lenders party thereto and PNC Bank, National Association, as administrative agent. “Property” means any real estate asset directly owned by any member of the Consolidated Group, any of its Subsidiaries or any Unconsolidated Affiliate. “Property Management Fees” means, with respect to each Property for any period, 3% of the aggregate base rent and percentage rent due and payable under leases with tenants at such Property. “PTE” means a prohibited transaction class exemption issued by the U.S. Department of Labor, as any such exemption may be amended from time to time. “Public Lender” has the meaning specified in Section 7.02. “Qualified ECP Guarantor” means, at any time, each Loan Party with total assets exceeding $10,000,000 or that qualified at such time as an “eligible contract participant” under the Commodity Exchange Act and can cause another Person to qualify as an “eligible contract participant” at such time under Section 1a(18)(A)(v)(II) of the Commodity Exchange Act. “Qualified Fees” means, to the extent earned on a current basis (i.e. expected to be paid or settled in 30 days but excluding any payments made with Equity Interests) and are not deferred (except as set forth in (vii) below) by (a) the Borrower, (b) a wholly-owned Subsidiary of the Borrower or (c) a majority owned Subsidiary of the Borrower in which the Borrower, directly or indirectly, has the sole discretion to distribute any Qualified Fees at such Subsidiary to the Borrower (for clarification purposes, with respect to any non- wholly owned Subsidiary, only the pro rata portion of those fees that can be distributed to the Borrower shall constitute Qualified Fees for the purposes hereunder), all amounts consisting of the following: (i) CHAR1\2011553v5 property management fees, (ii) asset management fees, (iii) leasing commissions, (iv) tenant improvement oversight fees, (v) property acquisition fees, (vi) property financing fees and (vii) deferred asset management fees; provided that if the Qualified Fees attributable to the fees incurred with respect to clauses (v), (vi) and (vii) above accounts for more than 40% of the aggregate Qualified Fees, the amount of such property acquisition fees, property financing fees and deferred asset mana...

PNC Agreement means that certain Credit Agreement dated as of July 2, 2021 (as amended, restated, amended and restated, replaced, supplemented or otherwise modified from time to time), among the Borrower, the Parent Entity, any other guarantors party thereto, the lenders party thereto and PNC Bank, National Association, as administrative agent. “PNC Fee Letter” means that certain Fee Letter dated as of the Closing Date by and among the Borrower, PNC Bank, National Association and PNC Capital Markets LLC. “Property” means any real estate asset directly owned by any member of the Consolidated Group, any of its Subsidiaries or any Unconsolidated Affiliate. “Property Management Fees” means, with respect to each Property for any period, 3% of the aggregate base rent and percentage rent due and payable under leases with tenants at such Property. 26 CHAR1\2011656v6 “PTE” means a prohibited transaction class exemption issued by the U.S. Department of Labor, as any such exemption may be amended from time to time. “Public Lender” has the meaning specified in Section 7.02. “Qualified ECP Guarantor” means, at any time, each Loan Party with total assets exceeding $10,000,000 or that qualified at such time as an “eligible contract participant” under the Commodity Exchange Act and can cause another Person to qualify as an “eligible contract participant” at such time under Section 1a(18)(A)(v)(II) of the Commodity Exchange Act. “Qualified Fees” means, to the extent earned on a current basis (i.e. expected to be paid or settled in 30 days but excluding any payments made with Equity Interests) and are not deferred (except as set forth in (vii) below) by (a) the Borrower, (b) a wholly-owned Subsidiary of the Borrower or (c) a majority owned Subsidiary of the Borrower in which the Borrower, directly or indirectly, has the sole discretion to distribute any Qualified Fees at such Subsidiary to the Borrower (for clarification purposes, with respect to any non- wholly owned Subsidiary, only the pro rata portion of those fees that can be distributed to the Borrower shall constitute Qualified Fees for the purposes hereunder), all amounts consisting of the following: (i) property management fees, (ii) asset management fees, (iii) leasing commissions, (iv) tenant improvement oversight fees, (v) property acquisition fees, (vi) property financing fees and (vii) deferred asset management fees; provided that if the Qualified Fees attributable to the fees incurred with respect to clauses (v), (vi) and ...

PNC Agreement means the Purchase Agreement, dated as of September 4, 1998, by and between PNC and DMCCB, and all schedules and exhibits thereto, together with all agreements, instruments and documents executed in connection therewith, including, without limitation, the Interim Servicing Agreement with respect thereto, as they may be modified, amended and supplemented from time to time.