Financial comments or other pointers expected to be produced by the Team so you can Lenders pursuant so you can
“Tax” form people introduce otherwise upcoming taxation, levy, impost, obligation, review, costs, commission, deduction otherwise withholding of every nature and you may any type of named, from the whomsoever, for the whomsoever and no matter where enforced, levied, collected, withheld or reviewed https://paydayloansgeorgia.net/cities/douglas/, in addition to people focus, additions in order to tax otherwise penalties appropriate 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 Part dos.9(c), or (y) the Commitments have been terminated pursuant to 1.
“Purchase Costs” form the new charges, will cost you and you may costs payable by Merchant otherwise Business toward otherwise within ninety (90) weeks adopting the Closure Go out in connection with the latest purchases contemplated by the Credit Files.
“Total Payback Numerous” means, for Lease, the sum of the the arranged money regarding instance Lease (web of arranged costs off conversion and employ tax with respect so you’re able to a rent), shown because the a portion of one’s brand new Purchase Value.
“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 Section six.16.
““Unrestricted Dollars” setting cash and money Counterparts which are not controlled by otherwise subject to one Lien or other preferential arrangement in support of any collector.
“Validity Make sure” means particular guarantee agreement which the newest Validity Guarantor agrees, abreast of new density regarding particular enumerated events, to definitely, for any reason and you can irrevocably ensure the full and you can prompt payment when due, whether or not during the said maturity, by necessary prepayment, ounts owed by the Business hereunder.
“Verification Representative” form Xxxxx Fargo Financial, N.A beneficial., within the capabilities just like the provider regarding qualities in Verification Broker Arrangement, or any replacement thereto otherwise assignee thereof on the amount enabled of the Verification Agent Arrangement.
“Confirmation Broker Agreement” imply this new Verification Agent Contract, old by the fresh new , of the and you will ranging from Business, Verification Broker and you will Administrative Agent, because it ended, formulated otherwise modified from time to time.
Section 7
“Confirmation Experiences” form according to the terms of the latest Verification Broker Contract, Business has delivered, otherwise triggered becoming brought to the Confirmation Agent, the new Lease Document related to per Rent which is, for the instance Borrowing Go out, getting transferred and you can taken to Providers pursuant for the Advantage Deals Contract, additionally the Management Agent has already established a confirmation Certificate regarding Confirmation Broker.
Section 5
“Weekly Percentage Count” function, for the Book the new “Full from Repayments” (not including conversion process and rehearse income tax) listed on the Lease Contract separated by the 52.
1.1 Accounting Terms. Except as otherwise expressly offered 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.