Deemed Borrowing Base definition

Deemed Borrowing Base means, as of any date of determination, the result of:

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Deemed Borrowing Base means, as at any date of determination thereof before the occurrence of the Permanent Borrowing Base Trigger, an amount equal to the sum of:

Deemed Borrowing Base means, as of any date of determination, an amount equal to the result of (a) 55% of value of Borrower’s Accounts (including, without limitation, Accounts arising from Blenders Tax Credits), as determined by Agent in its Permitted Discretion pursuant to a review of Borrower’s balances sheets less (b) the aggregate amount of Reserves established by Agent from time to time under Section 2.1(c) of this Agreement. “Deemed Borrowing Base Period” means the period of time commencing on the Closing Date and ending on the earlier of (i) the date the Initial Field Examination shall have been completed and delivered to Agent and (ii) the 120th day following the Closing Date. “Default” means an event, condition, or default that, with the giving of notice, the passage of time, or both, would be an Event of Default. “Default Right” has the meaning assigned to that term in, and shall be interpreted in accordance with, 12 C.F.R. §§ 252.81, 47.2 or 382.1, as applicable. “Defaulting Lender” means any Lender that (a) has failed to (i) fund all or any portion of its Loans within two Business Days of the date such Loans were required to be funded hereunder unless such Lender notifies Agent and Administrative Borrower in writing that such failure is the result of such ▇▇▇▇▇▇’s determination that one or more conditions precedent to funding (each of which conditions precedent, together with any applicable Default or Event of Default, shall be specifically identified in such writing) has not been satisfied, or (ii) pay to Agent, Issuing Bank, or any other Lender any other amount required to be paid by it hereunder (including in respect of its participation in Letters of Credit) within two Business Days of the date when due, (b) has notified any Borrower, Agent or Issuing Bank in writing that it does not intend to comply with its funding obligations hereunder, or has made a public statement to that effect (unless such writing or public statement relates to such Lender’s obligation to fund a Loan hereunder and states that such position is based on such ▇▇▇▇▇▇’s determination that a condition precedent to funding (which condition precedent, together with any applicable Default or Event of Default, shall be specifically identified in such writing or public statement) cannot be satisfied), (c) has failed, within three Business Days after written request by Agent or Administrative Borrower, to confirm in writing to Agent and Administrative Borrower that it will comply with its prospectiv...

Examples of Deemed Borrowing Base in a sentence

If such field examination is not completed by the Post-Closing Field Exam Deadline, then the Deemed Borrowing Base Accounts Component shall be zero until such field examination is completed.
If such appraisal is not completed by the Post-Closing Appraisal Deadline, then the Deemed Borrowing Base Inventory Component shall be zero until such appraisal is completed.
Subject to the provisions hereof expressly permitting the Administrative Agent to adjust Reserves, the Canadian Borrowing Base at any time (including, for the avoidance of doubt, during the Deemed Borrowing Base Period) shall be determined by reference to the most recent Borrowing Base Certificate delivered to the Administrative Agent pursuant to Section 5.01(e) (or, prior to the first such delivery, delivered to the Administrative Agent pursuant to Section 4.01(r)).
Notwithstanding the foregoing or anything to the contrary in this Agreement, if the Initial Collateral Examinations are not completed and delivered to Agent prior to the Closing Date (a) the Borrowing Base shall be deemed to be the Deemed Borrowing Base during the Deemed Borrowing Base Period, and (b) unless and until the Initial Collateral Examinations are completed and delivered to Agent, the Borrowing Base shall be deemed to equal $0 after the end of the Deemed Borrowing Base Period.
Notwithstanding anything contained herein to the contrary, during the Deemed Borrowing Base Period, no Loan Party shall be permitted to make any Permitted Dispositions pursuant to clauses (b), (j), (k) or (l) of the definition of “Permitted Dispositions” without the prior written consent of the Agent (which may be by email).
Notwithstanding anything to the contrary herein, the Borrowers and their respective Subsidiaries will not make any additional Investments after the Second Amendment Effective Date until the Deemed Borrowing Base Termination Date has occurred, except as permitted by Section 7.10(d) and Section 7.10(j).
Notwithstanding anything contained herein to the contrary, during the Deemed Borrowing Base Period, no Loan Party shall be permitted to make any Restricted Payment pursuant to clauses (b) through (e) above without the prior written consent of the Agent (which may be by email).
Notwithstanding anything contained herein to the contrary, during the Deemed Borrowing Base Period, no Loan Party shall be permitted to make any Permitted Investments pursuant to clauses (m) and (o) of the definition of “Permitted Investments” without the prior written consent of the Agent (which may be by email).

More Definitions of Deemed Borrowing Base

Deemed Borrowing Base has the meaning assigned to such term in this Agreement prior to giving effect to the Third Amendment.

Deemed Borrowing Base has the meaning set forth in the definition of “Borrowing Base”.

Deemed Borrowing Base means, on any date of determination, an amount equal to the lesser of (a) $30,000,000; or (b) an amount equal to 50% of the aggregate outstanding Receivables which have been billed to the applicable Account Debtor.

Deemed Borrowing Base an amount equal to (a) 100% of the “Borrowing Base” as calculated under the Existing Titan Credit Agreement plus (b) 90% of the “Borrowing Base” as calculated under the Existing Carlstar Credit Agreement but only to the extent attributable to Accounts and Inventory and excluding any portion of such borrowing base attributable to the FILO thereunder. “Deemed Borrowing Base Period”: the period commencing on the Closing Date and ending on the earlier of (a) June 28, 2024 (or such later date as may be agreed to by Required Lenders in their reasonable discretion) and (b) the date on which the Initial Collateral Examinations, together with an updated Borrowing Base Certificate reflecting such Initial Collateral Examinations pursuant to the definition of Borrowing Base, are delivered to Agent. “Deposit Account”: as defined in the UCC and includes any deposit, demand, time, savings, passbook or other accounts with a bank, credit union, trust company or similar financial institution, including, for the avoidance of doubt, any such account maintained in Canada. “Deposit Account Control Agreements”: the Deposit Account control agreements satisfactory to Agent to be executed by each institution maintaining a Deposit Account for an Obligor (other than any Excluded Accounts), in favor of Agent, to perfect Agent’s Lien on such Deposit Accounts. “Designated Jurisdiction”: any country or territory to the extent that such country or territory itself is the subject of any Sanction. “Dilution Percent”: the percent, determined at the end of each Fiscal Quarter for the most recent four Fiscal Quarters, equal to (a) bad debt write-downs or write-offs, discounts, returns, promotions, credits, credit memos and other dilutive items with respect to Accounts, divided by (b) gross sales. At the request of the Borrower Agent (with Agent permission), Dilution Percent may be determined for a twelve-month period on account of the results of the prior trailing twelve months.

Deemed Borrowing Base means (a) from the Closing Date up to the date which is 120 days from the Closing Date, $15,000,000, and (b) from and after the date which is 120 days from the Closing Date (or such later date as Agent may elect in its sole discretion), $0.

Deemed Borrowing Base means an amount equal to (a) 75% multiplied by the difference between (A) the Cost of Eligible Inventory and (B) Inventory Reserves, minus (b) the aggregate amount of all Availability Reserves. “Deemed Borrowing Base Termination Date” means the date that the Parent Borrower delivers to the Agent (a) a field examination and appraisal of the Subsidiary Borrowers’ Inventory completed by a reasonably acceptable examiner and a reasonably acceptable appraiser, in each case to the Agent, and (b) a completed Borrowing Base Certificate using the borrowing base formula described in clause (b) of the definition of “Borrowing Base”. “Default” means any event or condition that constitutes an Event of Default or that upon notice, lapse of time or both would, unless cured or waived, become an Event of Default. “Default Right” has the meaning assigned to that term in, and shall be interpreted in accordance with, 12 C.F.R. §§ 252.81, 47.2 or 382.1, as applicable. 12