UCC Filing Authorization Letter means a letter duly executed by each Loan Party authorizing the Collateral Agent to file appropriate financing statements on Form UCC-1 without the signature of such Loan Party in such office or offices as may be necessary or, in the opinion of the Collateral Agent, desirable to perfect the security interests purported to be created by each Security Agreement and each Mortgage.
UCC Filing Authorization Letter means a letter duly executed by Borrower authorizing Agent to file appropriate financing statements in such office or offices as may be necessary or, in the opinion of Agent, desirable to perfect the security interests purported to be created by the Loan Documents.
UCC Filing Authorization Letter means a letter duly executed by each Loan Party authorizing the Collateral Agent to file appropriate financing statements on Form UCC-1 without the signature of such Loan Party in such office or offices as may be necessary or, in the opinion of the Collateral Agent, desirable to perfect the security interests purported to be created by the Security Agreement.
More Definitions of UCC Filing Authorization Letter
UCC Filing Authorization Letter means a letter duly executed by each Borrower and each of the other Loan Parties authorizing Agent to file appropriate financing statements on Form UCC-1 without the signature of such Person in such office or offices as may be necessary or, in the opinion of Agent, desirable to perfect the security interests purported to be created by the Loan Documents.
UCC Filing Authorization Letter means a letter duly executed by the Borrower authorizing the Agent to file appropriate financing statements on Form UCC-1 without the signature of the Borrower in such office or offices as may be necessary or, in the opinion of the Agent, desirable to perfect the security interests purported to be created by the Security Agreement. “Uniform Commercial Code” or “UCC” shall mean the Uniform Commercial Code as in effect in any applicable state; provided that, unless specified otherwise or the context otherwise requires, such terms shall refer to the Uniform Commercial Code as in effect in the State of New York. “Unit” shall mean an individual unit (i.e., wardrobe and similar merchandise) owned by the Borrower and currently available for rent or held for sale. “U.S. Person” shall mean any Person that is a “United States Person” as defined in Section 7701(a)(30) of the Internal Revenue Code. “U.S. Tax Compliance Certificate” shall have the meaning specified therefor in Section 12.12. “USA Patriot Act” shall have the meaning specified therefor in Section 5.7. “Waivable Mandatory Prepayment” shall have the meaning specified therefor in Section 2.9(b). “Warrant Documents” shall mean the Warrant Purchase Agreement and the Warrants. “Warrant Purchase Agreement” shall mean that certain Warrant Purchase Agreement, dated as of the Effective Date, by and between the Borrower and the Investor (as defined therein), as amended, restated, replaced or otherwise modified from time to time in accordance with the terms thereof. “Warrants” shall mean, collectively, that certain Warrant No. 1 and Warrant No. 2, in each case, issued by the Borrower as of the Effective Date in favor of the Holder (as defined in the applicable Warrant), as amended, restated, replaced or otherwise modified from time to time in accordance with the terms thereof. “Withholding Agent” shall mean any Credit Party and the Agent. “Write-Down and Conversion Powers” shall mean, with respect to any EEA Resolution Authority, the write-down and conversion powers of such EEA Resolution Authority from time to time under the Bail-In Legislation for the applicable EEA Member Country, which writedown and conversion powers are described in the EU Bail-In Legislation Schedule. “Yield Maintenance Premium” shall have the meaning specified therefor in the Fee Letter.
UCC Filing Authorization Letter means a letter duly executed by the Borrower authorizing the Agent to file appropriate financing statements on Form UCC-1 without the signature of the Borrower in such office or offices as may be necessary or, in the opinion of the Agent, desirable to perfect the security interests purported to be created by the Security Agreement. “Uniform Commercial Code” or “UCC” shall mean the Uniform Commercial Code as in effect in any applicable state; provided that, unless specified otherwise or the context otherwise requires, such terms shall refer to the Uniform Commercial Code as in effect in the State of New York. “Unit” shall mean an individual unit (i.e., wardrobe and similar merchandise) owned by the Borrower and currently available for rent or held for sale. “U.S. Person” shall mean any Person that is a “United States Person” as defined in Section 7701(a)(30) of the Internal Revenue Code.
UCC Filing Authorization Letter means a letter duly executed by each Loan Party authorizing the Administrative Agent to file appropriate financing statements on Form UCC-1 without the signature of such Loan Party in such office or offices as may be necessary or, in the opinion of the Administrative Agent, desirable to perfect the security interests purported to be created by each Security Agreement and each Mortgage. “Unadjusted Acquired EBITDA” means, with respect to any Unadjusted Acquired Entity or Business for any period, the amount for such period of Unadjusted EBITDA of such Unadjusted Acquired Entity or Business (determined in accordance with the definition of “Unadjusted EBITDA”). “Unadjusted Acquired Entity or Business” has the meaning specified therefor in the definition of “Unadjusted EBITDA.” “Unadjusted Benchmark Replacement” means the applicable Benchmark Replacement excluding the related Benchmark Replacement Adjustment. “Unadjusted EBITDA” means, with respect to any Person for any period: (a) the Consolidated Net Income of such Person for such period,
UCC Filing Authorization Letter means a letter duly executed by each Loan Party authorizing the Administrative Agent to file appropriate financing statements on Form UCC-1 without the signature of such Loan Party in such office or offices as may be necessary or, in the opinion of the Administrative Agent, desirable to perfect the security interests purported to be created by each Security Agreement and each Mortgage. “Unadjusted Acquired EBITDA” means, with respect to any Unadjusted Acquired Entity or Business for any period, the amount for such period of Unadjusted EBITDA of such Unadjusted Acquired Entity or Business (determined in accordance with the definition of “Unadjusted EBITDA”). “Unadjusted Acquired Entity or Business” has the meaning specified therefor in the definition of “Unadjusted EBITDA.” “Unadjusted Benchmark Replacement” means the applicable Benchmark Replacement excluding the related Benchmark Replacement Adjustment. “Unadjusted EBITDA” means, with respect to any Person for any period: (a) the Consolidated Net Income of such Person for such period, plus (b) without duplication, the sum of the following amounts for such period to the extent deducted in the calculation of Consolidated Net Income for such period: (i) any provision for United States federal income taxes or other taxes measured by net income, (ii) Consolidated Net Interest Expense, (iii) any depreciation and amortization expense, (iv) any aggregate net loss on the Disposition of property (other than accounts and Inventory) outside the ordinary course of business, and (v) any other non-cash expenditure, charge or loss for such period (other than any non-cash expenditure, charge or loss relating to write-offs, write-downs or reserves with respect to accounts and Inventory),
UCC Filing Authorization Letter means a letter duly executed by each Loan Party authorizing the Collateral Agent to file appropriate financing statements on Form UCC-1 without the signature of such Loan Party in such office or offices as may be necessary or, in the opinion of the Collateral Agent, desirable to perfect the security interests purported to be created by each Security Agreement and each Mortgage. “UK Companies Act 2006” means the Companies Act 2006 as in force in England and Wales from time to time. “UK Pensions Regulator” means the body corporate called the Pensions Regulator established under Part I of the Pensions Act 2004. “UK Pension Schemes Act 1993” means the Pensions Schemes Act 1993 under the laws of England and Wales. -46- 939843v.13
UCC Filing Authorization Letter has the meaning specified therefor in clause (b) of Schedule 3.1.