Designated SPE Debt definition

Designated SPE Debt with respect to any SPE means Indebtedness for which the creditor thereof does not have recourse to assets for collection of principal and interest on such Indebtedness other than the assets of such SPE and its Subsidiaries. Indebtedness which is otherwise Designated SPE Debt shall not lose its character as Designated SPE Debt because there is recourse to the Issuer, a Restricted Subsidiary or other Person for or in respect of (a) environmental warranties and indemnities, (b) indemnities for and liabilities arising from fraud, misrepresentation, misapplication or non-payment of rents, profits, insurance and condemnation proceeds and other sums actually received by the obligor from secured assets to be paid to the lender, waste and mechanics’ liens, (c) a voluntary bankruptcy filing (or similar filing or action) or involuntary bankruptcy filings by such borrower, and other events, actions and circumstances customarily excluded by institutional lenders from exculpation provisions and/or included in separate indemnification agreements or guarantees in non-recourse financings of real estate, (d) performance and completion guarantees or (e) financial guarantees by the Issuer or any of its Restricted Subsidiaries incurred pursuant to Section 4.10(b)(1). In the event that any Indebtedness which previously constituted Designated SPE Debt ceases to satisfy the requirements of this definition, then at such time such Indebtedness shall be deemed, in each case, to constitute a new incurrence of such Indebtedness by the Issuer or such Restricted Subsidiary, as the case may be, which new incurrence is not permitted by Section 4.10(b)(24).
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Designated SPE Debt with respect to any SPE means Indebtedness for which the creditor thereof does not have recourse to assets for collection of principal and interest on such Indebtedness other than the assets of such SPE and its Subsidiaries. Indebtedness which is otherwise Designated SPE Debt shall not lose its character as Designated SPE Debt because there is recourse to the Issuer, a Restricted Subsidiary or other Person for or in respect of
Sample 1Sample 2
Designated SPE Debt with respect to any SPE means Indebtedness for which the creditor thereof does not have recourse to assets for collection of principal and interest on such Indebtedness other than the assets of such SPE and its Subsidiaries. Indebtedness which is otherwise Designated SPE Debt shall not lose its character as Designated SPE Debt because there is recourse to the Company, a Restricted Subsidiary or other Person for or in respect of (a) environmental warranties and indemnities, (b) indemnities for and liabilities arising from fraud, misrepresentation, misapplication or non-payment of rents, profits, insurance and condemnation proceeds and other sums actually received by the obligor from secured assets to be paid to the lender, waste and mechanics’ liens, (c) a voluntary bankruptcy filing (or similar filing or action) or involuntary bankruptcy filings by such borrower, and other events, actions and circumstances customarily excluded by institutional lenders from exculpation provisions and/or included in separate indemnification agreements or guarantees in non-recourse financings of real estate, (d) performance and completion guarantees or (e) financial guarantees by the Company or any of its Restricted Subsidiaries incurred in compliance with Section 4.09 (other than pursuant to clause (25) of the definition of “Permitted Debt”).
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Examples of Designated SPE Debt in a sentence

  • The Existing Project Loans that do not constitute Designated SPE Debt (including the Existing Recourse Project Loan Guarantee) shall be deemed to have been incurred pursuant to Section 4.10(b)(1) and, notwithstanding clause (1) of this Section 4.10(c), may not be reclassified.

  • However, the application will neither generate code nor find code errors.

Related to Designated SPE Debt

  • Excluded Indebtedness means all Indebtedness not incurred in violation of Section 6.01.

  • Designated Senior Indebtedness means, with respect to the Company or a Guarantor (a) the Bank Indebtedness and (b) any other Senior Indebtedness of the Company or such Guarantor which, at the date of determination, has an aggregate principal amount outstanding of, or under which, at the date of determination, the holders thereof are committed to lend up to, at least $25.0 million and is specifically designated by the Company or such Guarantor in the instrument evidencing or governing such Senior Indebtedness as "Designated Senior Indebtedness" for purposes of this Indenture.

  • Consolidated Secured Debt means, as at any date of determination, the Consolidated Total Indebtedness of the Borrower and the Restricted Subsidiaries that is secured by Liens on assets or property of Holdings, the Borrower and the Restricted Subsidiaries as of such date.

  • Consolidated Senior Funded Debt means at any date the sum of: (i) Consolidated Funded Debt, minus (ii) the Subordinated Debt.

  • Long-Term Indebtedness means any Indebtedness that, in accordance with GAAP, constitutes (or, when incurred, constituted) a long-term liability.

  • Permitted Subsidiary Indebtedness means any of the following:

  • designated sporting event generally means any association football match, whether national or international. The full legal definition of the different classes of designated sporting events may be found in the Sports Grounds and Sporting Events (Designation) (Amendment) Order 2011, under Article 2(1) and 2(2) of Schedule 2.

  • Company Indebtedness means all Indebtedness of the Acquired Company and the Acquired Subsidiaries, including (with respect to calculations at or as of the Closing Date) the amount of any prepayment penalty or premium for redemption or repayment thereof on the Closing Date, all calculated in accordance with the Accounting Principles.

  • Contribution Indebtedness means Indebtedness, Disqualified Stock or Preferred Stock of an Issuer or any Subsidiary Guarantor in an aggregate principal amount not greater than the aggregate amount of cash contributions (other than Excluded Contributions) made to the capital of such Issuer or such Guarantor after the Issue Date, provided that:

  • Permitted Convertible Indebtedness is senior unsecured notes issued by the Parent pursuant to either an effective registration statement under the Securities Act of 1933, as amended or Rule 144A of the regulations thereunder (which issuance shall include a customary offering document which describes (i) this Agreement and (ii) the capital structure of Parent after giving effect to such Indebtedness, in each case, in reasonable detail as determined by the Parent in good faith) that are convertible into a fixed number (subject to customary anti-dilution adjustments, “make-whole” increases and the other customary changes thereto) of shares of common stock of the Parent (or other securities or property following a merger event or other change of the common stock of the Parent), cash or any combination thereof (with the amount of such cash or such combination determined by reference to the market price of such common stock or such other securities) and cash in lieu of fractional shares of common stock of the Parent; provided that the Indebtedness thereunder must satisfy each of the following conditions, and any agreements providing for such Indebtedness may only be amended, restated, supplemented or modified from time to time if each of the following conditions remains satisfied: (i) both immediately prior to and after giving effect (including pro forma effect) to the issuance thereof, no Default or Event of Default shall exist or result therefrom, (ii) such Indebtedness matures, and does not provide for or require any scheduled amortization or other scheduled or otherwise provided for or required payments of principal prior to, after the date that is one hundred eighty (180) days after the Maturity Date (it being understood that neither (x) any provision requiring an offer to purchase such Indebtedness as a result of change of control or other fundamental change (howsoever defined), (y) any early conversion of such Indebtedness in accordance with the terms thereof, nor (z) any provision providing for redemption of such Indebtedness upon satisfaction of a condition related to the stock price of the Parent’s common stock, in each case, shall violate the foregoing restriction), (iii) such Indebtedness (at any one time outstanding) is in an aggregate principal amount of not more than the lesser of (x) Two Hundred Million Dollars ($200,000,000.00) and (y) an amount equal to twenty percent (20%) of Parent’s market capitalization, as of the close of the regular trading session for the Parent’s common stock on the date that is one (1) Business Day prior to the date of launching (i.e. not pricing) of such convertible Indebtedness, (iv) such Indebtedness shall bear an interest rate of not more than seven and one half percent (7.50%) per annum and (v) such Indebtedness shall be subject to an indenture and the terms, conditions and covenants (other than pricing terms determined through a customary marketing process) of such Indebtedness must be customary for convertible Indebtedness of such type (as determined by the Parent in good faith) and (vi) such Indebtedness is not guaranteed by any Subsidiary of the Parent (unless such Subsidiary is a Borrower hereunder or the Obligations are otherwise guaranteed by such Subsidiary on a secured basis).