“Tax” mode any expose or future taxation, levy, impost, responsibility, investigations, costs, percentage, deduction otherwise withholding of every nature and any sort of named, because of the whomsoever, towards whomsoever and you may regardless of where enforced, levied, compiled, withheld otherwise analyzed, in addition to any interest, enhancements so you’re able to tax or penalties applicable thereto.
“Termination Date” means the date on which all of the following have occurred: (i) all Loans have been repaid in full in cash, (ii) all other Obligations (other than contingent indemnification obligations for which demand has not been made) under this Agreement and the other Credit Documents have been paid in full in cash or otherwise completely discharged, and (iii)(x) the Commitments have been permanently reduced to zero pursuant to Area 2.9(c), or (y) the Commitments have been terminated pursuant to step 1.
“Purchase Will cost you” mode the latest charges, costs and you may costs payable of the Merchant otherwise Business for the otherwise in this 90 (90) days following the Closure Go out to the the deals contemplated from the Borrowing Records.
“Total Repay Multiple” form, your Rent, the sum of the the scheduled money in terms of such as Book (websites regarding scheduled costs regarding conversion process and rehearse tax in accordance to a rental), expressed while the a percentage of your totally new Purchase Worthy of.
“Underwriting Policies” means the Underwriting Dossier in the form attached hereto as Agenda cuatro, as such policies, procedures, guidelines and methodologies ended from time to time in accordance with Point six.sixteen.
““Unrestricted Cash” means bucks and cash Alternatives that are not subject to otherwise at http://www.homeloansplus.org/payday-loans-sd the mercy of one Lien or any other preferential arrangement in support of one creditor.
“Validity Guarantee” means specific verify contract wherein the fresh new Validity Guarantor agrees, through to brand new thickness out of particular enumerated occurrences, so you can absolutely, unconditionally and irrevocably make sure the full and you may prompt percentage whenever owed, if or not during the said maturity, of the necessary prepayment, ounts owed by Company hereunder.
“Confirmation Broker” form Xxxxx Fargo Bank, N.An excellent., in its potential because the vendor off services underneath the Verification Broker Contract, or any successor thereto otherwise assignee thereof to the extent permitted because of the Verification Representative Arrangement.
“Verification Broker Contract” indicate new Confirmation Broker Contract, dated as of the latest , because of the and you can ranging from Company, Confirmation Agent and Management Representative, because it ended, supplemented if not altered sporadically.
Section seven
“Confirmation Knowledge” function according to the regards to brand new Confirmation Broker Agreement, Business has actually produced, or caused is taken to new Verification Agent, the Book Document related to for every Book which is, towards the eg Credit Day, are directed and taken to Business pursuant on Investment Deals Arrangement, and also the Administrative Agent has experienced a confirmation Certificate on the Verification Agent.
Part 5
“Per week Payment Amount” form, for your Rent this new “Overall out of Payments” (excluding sales and make use of tax) on the Lease Agreement split up from the 52.
1.1 Accounting Terms. Except as otherwise expressly given herein, all accounting terms not otherwise defined herein shall have the meanings assigned to them in conformity with GAAP. 1(a) and 1(b) shall be prepared in accordance with GAAP as in effect at the time of such preparation (and delivered together with the reconciliation statements provided for in 1(e), if applicable). If at any time any change in GAAP would affect the computation of any financial ratio or requirement set forth in any Credit Document, and either Company, the Requisite Lenders or the Administrative Agent shall so request, the Administrative Agent, the Lenders and Company shall negotiate in good faith to amend such ratio or requirement to preserve the original intent thereof in light of such change in GAAP; provided that, until so amended, (a) such ratio or requirement shall continue to be computed in accordance with GAAP and accounting principles and policies in conformity with those used to prepare the Historical Financial Statements and (b) Company shall provide to the Administrative Agent and each Lender financial statements and other documents required under this Agreement or as requested hereunder setting forth a reconciliation between calculations of such ratio or requirement made before and after giving effect to such change in GAAP. If Administrative Agent and Company cannot agree upon the required amendments within thirty (30) days following the date of implementation of any applicable change in GAAP, then all financial statements delivered and all calculations of financial covenants and other standards and terms in accordance with this Agreement and the other Credit Documents shall be prepared, delivered and made without regard to the underlying change in GAAP.