Affiliate Exposure definition
Affiliate Exposure means, as at any date of determination with respect to any Affiliate of Holdings (and any franchisees and/or subsidiary of such Affiliate) that has an obligation to, or has any contractual agreement with, Holdings or any of its Subsidiaries, the sum of the following: (i) all accounts receivables or similar payment obligations owed by such person to Holdings and/or its Subsidiaries (other than accounts and payments arising in the ordinary course of business and which have not been outstanding for longer than 75 days); (ii) all trade and vendor payments such as co-op payments, slotting fees and other similar payments (other than (y) with respect to a supply agreement with any Person that existed prior to the later of (A) the date upon which such Person becomes an Affiliate and (B) the Effective Date, payments consistent with the terms thereof or (x) if no supply agreement existed prior to such Person becoming an Affiliate, payments consistent with Company’s past practice regarding third-parties which are not Affiliates); (iii) Indebtedness (excluding accounts receivables, trade payables and expenses) of any such person owed to Holdings and/or its Subsidiaries including, without limitation, any participation in a credit facility made available to such person; (iv) Investments by Holdings and its Subsidiaries in such person; and (v) the acquisition by Holdings and/or its Subsidiaries of an Affiliate or assets from an Affiliate for an amount in excess of $250,000. For purposes of calculating Affiliate Exposure,the amount of any obligation owed to Holdings or any of its Subsidiaries shall be the stated amount outstanding without giving effect to any write-off, write-down or any other diminution in value other than as a result of the repayment of such obligation in cash and the amount that the Affiliate Exposure is reduced shall be equal to the amount of such cash received by Holdings or any of its Subsidiaries. Notwithstanding any of the foregoing to the contrary, with respect to any of the above investments made prior to the Effective date, “Affiliate Exposure” shall apply to any incremental exposure created after the Effective Date.