Qualified Secured Cash Management Agreement definition

Qualified Secured Cash Management Agreement means any Secured Cash Management Agreement of the kind described in clause (x) of the definition of Cash Management Agreement with respect to which the Company provides a certificate to the Administrative Agent at the time of commitment or incurrence designating such Secured Cash Management Agreement as a Qualified Secured Cash Management Agreement with such certificate stating the maximum amount under such Secured Cash Management Agreement; provided that all Secured Cash Management Agreements of the kind described in clause (x) of the definition of Cash Management Agreement where the counterparty is the Administrative Agent or an Affiliate thereof shall be a Qualified Secured Cash Management Agreement.
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Qualified Secured Cash Management Agreement means each Cash Management Agreement entered into by the Borrower or any Subsidiary Guarantor with any Lender or any Affiliate thereof (even if such Lender subsequently ceases to be a Lender under this Agreement for any reason) so long as such Cash Management Agreement is designated as a Qualified Secured Cash Management Agreement pursuant to Section 5.01(t).
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Qualified Secured Cash Management Agreement shall have the meaning specified in the Credit Agreement.
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Examples of Qualified Secured Cash Management Agreement in a sentence

  • Until such time as the applicable Loan Party and Lender (or Affiliate thereof) delivers (and the Administrative Agent acknowledges) such notice as described above, such Secured Cash Management Agreement shall not constitute a Qualified Secured Cash Management Agreement.

  • The Administrative Agent accepts no responsibility and shall have no liability for the calculation of the exposure owing by the Loan Parties under any such Qualified Secured Cash Management Agreement or the amount of any Cash Management Reserve, and shall be entitled in all cases to rely on the applicable Lender (or Affiliate thereof) and the applicable Loan Party party to such agreement for the calculation thereof.

  • The Administrative Agent accepts no responsibility and shall have no liability for the calculation of the exposure owing by the Loan Parties under any such Qualified Secured Hedging Agreement and/or Qualified Secured Cash Management Agreement, and shall be entitled in all cases to rely on the applicable counterparty and the applicable Loan Party party to such agreement for the calculation thereof.

  • Until such time as the applicable Credit Party and Lender (or Affiliate thereof) delivers (and the Administrative Agent acknowledges) such notice as described above, such Hedging Agreement or Cash Management Agreement shall not constitute a Qualified Secured Hedging Agreement or Qualified Secured Cash Management Agreement, as the case may be.

  • The applicable Secured Party (or Affiliate thereof) understands and agrees that the amount of exposures secured under any such Qualified Secured Hedging Agreement and/or Qualified Secured Cash Management Agreement shall be limited (as Primary Obligations) to the exposures as notified pursuant to the preceding two sentences.

  • The Administrative Agent accepts no responsibility and shall have no liability for the calculation of the exposure owing by the Obligors under any such Qualified Secured Hedging Agreement and/or Qualified Secured Cash Management Agreement or the amount of any Hedge Product Reserve and/or Bank Product Reserve, and shall be entitled in all cases to rely on the applicable Secured Party (or Affiliate thereof) and the applicable Obligor party to such agreement for the calculation thereof.

  • Until such time as the Borrower delivers (and the Administrative Agent acknowledges) such notice as described above, such Hedging Agreement or Cash Management Agreement shall not constitute a Qualified Secured Hedging Agreement or Qualified Secured Cash Management Agreement, as the case may be.

  • If the Obligors’ Agent shall fail to deliver such notice within the time period described above, such Secured Hedging Agreement or Secured Cash Management Agreement shall not constitute a Qualified Secured Hedging Agreement or Qualified Secured Cash Management Agreement, as the case may be.

  • Such Secured Party (or Affiliate thereof) party to any such Qualified Secured Cash Management Agreement agrees to provide the Administrative Agent, the Security Agent and the Co-Collateral Agents with the maximum exposure under such agreements at the time of such designation as a Qualified Secured Cash Management Agreement (and the Co-Collateral Agents shall reserve for such amounts).

  • In no event shall any Overadvance Loan be required that would cause (x) the Aggregate Exposure to exceed the Total Revolving Loan Commitment, minus the LC Reserve, minus the Qualified Secured Hedging Agreement Reserve, minus the Qualified Secured Cash Management Agreement Reserve, minus the Rent Reserve, minus such additional commitment reserves as may then be in effect, or (y) the aggregate amount of Agent Advances and Overadvance Loans outstanding at any time to exceed $15,000,000.


More Definitions of Qualified Secured Cash Management Agreement

Qualified Secured Cash Management Agreement so long as the following conditions are satisfied:
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Qualified Secured Cash Management Agreement. If the Obligors’ Agent shall fail to deliver such notice within the time period described above, such Secured Hedging Agreement or Secured Cash Management Agreement shall not constitute a Qualified Secured Hedging Agreement or Qualified Secured Cash Management Agreement, as the case may be. Each Borrower, each Guarantor and the Security Agent, each Hedging Creditor (pursuant to the relevant intercreditor agreement) and each Cash Management Creditor (pursuant to the relevant intercreditor agreement) (as applicable) shall execute and deliver to the Administrative Agent and the Security Agent such additional Security Documents and/or amendments to the Security Documents which are necessary to ensure that all Qualified Secured Hedging Agreements and Qualified Secured Cash Management Agreements are secured by each relevant Security Document (the “Hedging/Cash Management Security Documents”). The parties hereto understand and agree that the provisions of this Section 13.21 are made for the benefit of the Hedging Creditors and the Cash Management Creditors which become parties to Secured Hedging Agreements or Secured Cash Management Agreements, and agree that any amendments or modifications to the provisions of this Section 13.21 shall not be effective with respect to any Secured Hedging Agreement or Secured Cash Management Agreement, as the case may be, entered into prior to the date of respective amendment or modification of this Section 13.21 (without the written consent of the relevant parties thereto). Notwithstanding any such designation of a Secured Hedging Agreement as a Qualified Secured Hedging Agreement or a Secured Cash Management Agreement as a Qualified Secured Cash Management Agreement, no provider or holder of any such Qualified Secured Hedging Agreement or Qualified Secured Cash Management Agreement shall have any voting or approval rights hereunder (or be deemed a Lender) solely by virtue of its status as the provider of such agreements or the obligations owing thereunder, nor shall their consent be required (other than in their capacities as a Lender to the extent applicable) for any matter hereunder or under any of the other Credit Documents, including without limitation, as to any matter relating to the Collateral or the release of Collateral or guarantors. The Administrative Agent accepts no responsibility and shall have no liability for the calculation of the exposure owing by the Obligors under any such Qualified Secured Hedging Agreement ...
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Qualified Secured Cash Management Agreement is defined in Section 9.19.
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Related to Qualified Secured Cash Management Agreement

  • Secured Cash Management Agreement means any Cash Management Agreement that is entered into by and between any Credit Party and any Cash Management Bank.

  • Specified Cash Management Agreement any agreement providing for treasury, depositary or cash management services, including in connection with any automated clearing house transfers of funds or any similar transactions between the Borrower or any Guarantor and any Lender or affiliate thereof or any Agent or affiliate thereof, which has been designated by such Lender and the Borrower, by notice to the Administrative Agent not later than 90 days after the execution and delivery by the Borrower or such Guarantor, as a “Specified Cash Management Agreement”.

  • Guaranteed Cash Management Agreement means any Cash Management Agreement that is entered into by and between any Loan Party and any Cash Management Bank.

  • Cash Management Agreement means any agreement to provide cash management services, including treasury, depository, overdraft, credit or debit card, electronic funds transfer and other cash management arrangements.

  • Secured Cash Management Obligations means Obligations under Secured Cash Management Agreements.

  • Cash Management Agreements means those certain cash management agreements, in form and substance satisfactory to Agent, each of which is among the applicable Credit Party, Agent, and one of the Cash Management Banks.

  • Cash Management Document means any certificate, agreement or other document executed by any Loan Party in respect of the Cash Management Obligations of any Loan Party.

  • Senior Secured Credit Facilities means the amended and restated senior secured credit facilities dated November 30, 2016 among Studio City Company Limited, the guarantors named therein, the financial institutions named as lenders therein and the agent for such lenders, including any related notes, guarantees, collateral documents, instruments and agreements executed in connection therewith, as such facilities may be amended, restated, modified, renewed, supplemented, replaced or refinanced from time to time.

  • Permitted Bond Hedge Transaction means any call or capped call option (or substantively equivalent derivative transaction) on the Parent’s common Equity Interests purchased by the Parent in connection with the issuance of any Convertible Indebtedness; provided that the purchase price for such Permitted Bond Hedge Transaction does not exceed the net proceeds received by the Parent from the sale of such Convertible Indebtedness issued in connection with the Permitted Bond Hedge Transaction.

  • Senior Secured Credit Facility means the Loan and Security Agreement, dated as of May 31, 2017 by and among the Company and Western Alliance Bank (as amended, amended and restated, supplemented or otherwise modified from time to time, subject to the limitations herein).

  • Senior Secured Credit Agreement means that certain Credit Agreement, dated as of September 27, 2018, among the Borrowers, the lenders from time to time party thereto, JPMCB as administrative agent, JPMCB as collateral agent, and the other parties thereto, as amended, restated, amended, restated, extended, supplemented, refinanced or otherwise modified from time to time.

  • Cash Management Obligation means, as applied to any Person, any direct or indirect liability, contingent or otherwise, of such Person under or in respect of a Cash Management Agreement.

  • Secured Hedging Obligations means all debts, liabilities and obligations of the Borrower or any Restricted Subsidiary in respect of any Secured Hedging Agreement.

  • Secured Hedging Agreement means any Hedging Agreement between a Credit Party and a Hedging Agreement Provider, as amended, restated, amended and restated, modified, supplemented or extended from time to time.

  • Cash Management Obligations means obligations owed by the Borrower or any Restricted Subsidiary to any Lender or any Affiliate of a Lender in respect of any overdraft and related liabilities arising from treasury, depository and cash management services or any automated clearing house transfers of funds.

  • Hedging Agreement Provider means any Person that enters into a Secured Hedging Agreement with a Credit Party or any of its Subsidiaries that is permitted by Section 6.1(d) to the extent such Person is a Lender, an Affiliate of a Lender or any other Person that was a Lender (or an Affiliate of a Lender) at the time it entered into the Secured Hedging Agreement but has ceased to be a Lender (or whose Affiliate has ceased to be a Lender) under the Credit Agreement.

  • Cash Management Arrangements means all cash management arrangements pursuant to which Honeywell or its Subsidiaries automatically or manually sweep cash from, or automatically or manually transfer cash to, accounts of SpinCo or any member of the SpinCo Group.

  • Secured Hedge Agreement means any Swap Contract permitted under Article VI or VII that is entered into by and between any Loan Party and any Hedge Bank.

  • Permitted Hedging Agreement means a Hedging Agreement made by a Loan Party or its Subsidiary in the ordinary course of its business in accordance with the reasonable requirements of its business, and not for speculative purposes, and in any such case, if the counterparty to such Permitted Hedging Agreement is not a Lender or an Affiliate of a Lender, such Permitted Hedging Agreement shall be unsecured (except for Permitted Liens of the type described in clause (xii) of the definition thereof).

  • Qualified Securitization Financing means (a) any timeshare loan backed notes (such as Hilton Grand Vacations Trust 2013-A) and similar facilities, (b) any revolving non-recourse timeshare notes credit facility (such as the receivables loan agreement, dated May 9, 2013, among Hilton Grand Vacations Trust I LLC, Xxxxx Fargo Bank, National Association, as paying agent, a commercial paper conduit lender, Deutsche Bank AG New York Branch and Bank of America, N.A., as committed lenders and Deutsche Bank AG New York Branch, as administrative agent) and similar facilities and (c) any other Securitization Financing of a Securitization Subsidiary that meets the following conditions: (x) the board of directors of the Borrower shall have determined in good faith that such Qualified Securitization Financing (including financing terms, covenants, termination events and other provisions) is in the aggregate economically fair and reasonable to the Borrower and the Securitization Subsidiary and (y) all sales and/or contributions of Securitization Assets and related assets to the Securitization Subsidiary are made at fair market value (as determined in good faith by the Borrower). The grant of a security interest in any Securitization Assets of the Borrower or any of its Restricted Subsidiaries (other than a Securitization Subsidiary) to secure Indebtedness under this Agreement prior to engaging in any Securitization Financing shall not be deemed a Qualified Securitization Financing.

  • Cash Management Account has the meaning set forth in Section 2.7(a).

  • Secured Swap Agreement means a Swap Agreement between (x) any Loan Party and (y) a Secured Swap Provider.

  • Cash Management Reserves means such reserves as the Agent, from time to time, determines in its Permitted Discretion as being appropriate to reflect the reasonably anticipated liabilities and obligations of the Loan Parties with respect to Cash Management Services then provided or outstanding.

  • Senior Security Documents means with respect to any Senior Secured Party, the Security Documents that secure the Senior Obligations.

  • Senior Facility Agreement means the Facility Agreement dated 27 June 2016 (as amended from time to time) between, among others, Bendon Limited (as initial borrower) and the Debtor (as initial guarantor), and all other loan facility agreement(s) between (among others) the Senior Creditor and the Debtor from time to time and also includes each other document evidencing the provision of, or setting out the terms that apply to, any Senior Debt (of whatever nature) made or to be made available by the Senior Creditor to the Debtor from time to time (howsoever documented).

  • Credit Facility Agreement means any agreement pursuant to which a Credit Facility Issuer issues a Credit Facility.