Excluded Locations definition
Excluded Locations means the following locations where Collateral may be located from time to time: (a) locations where mobile office equipment (e.g. laptops, mobile phones and the like) may be located with employees in the Ordinary Course of Business, and (b) other locations where, in the aggregate for all such locations, less than Fifty Thousand Dollars ($50,000) of Collateral is located.
Excluded Locations means the locations identified on Schedule 5.03(b).
Excluded Locations means the following locations where Collateral may be located from time to time: (a) locations where mobile office equipment (e.g. laptops, mobile phones and the like) may be located with employees in the Ordinary Course of Business, and (b) other locations where, in the aggregate for all such locations, less than Two Hundred Fifty Thousand Dollars ($250,000.00) of Collateral is located.
Examples of Excluded Locations in a sentence
With respect to any such new location (excluding Excluded Locations), such Grantor will execute such documents and take such actions as the Collateral Agent reasonably deems necessary to perfect and protect the Liens granted under the Collateral Documents and, if requested by the Collateral Agent, will use commercially reasonable efforts to obtain a Collateral Access Agreement for each such location.
With respect to any property or assets of a Credit Party located on leased premises (other than Excluded Locations), the Borrower shall use commercially reasonable efforts to cause such third party to execute and deliver a Collateral Access Agreement for such location.
With respect to any property or assets of a Credit Party located with a third party, including a bailee, datacenter or warehouse (in each case, other than Excluded Locations), the Credit Parties shall use commercially reasonable efforts to cause such third party to execute and deliver a Collateral Access Agreement for such location, including an acknowledgment from each of the third parties that it is holding or will hold such property for the Collateral Agent’s benefit.
The Borrower shall deliver to the Collateral Agent each warehouse receipt (as defined in the UCC), where negotiable, covering any applicable property (other than in respect of any Excluded Locations).
The Borrower will provide to the Administrative Agent at least ten (10) days’ prior written notice before adding any new offices or business or locations of Collateral, including warehouses (in each case, unless such new locations qualify as Excluded Locations).
More Definitions of Excluded Locations
Excluded Locations means (i) any co-location facility, or (ii) any location containing property of Borrower with a value of less than Two Hundred Fifty Thousand Dollars ($250,000). All Inventory is in all material respects of good and marketable quality, free from material defects. Borrower is the sole owner of the Intellectual Property which it owns or purports to own except for (a) non-exclusive licenses granted to its customers in the ordinary course of business, (b) over-the-counter software that is commercially available to the public, and (c) material Intellectual Property licensed to Borrower and noted on the Perfection Certificate. Each Patent which it owns or purports to own and which is material to Borrower’s business is valid and enforceable, and no part of the Intellectual Property which Borrower owns or purports to own and which is material to Borrower’s business has been judged invalid or unenforceable, in whole or in part. To the best of Borrower’s knowledge, no claim has been made that any part of the Intellectual Property violates the rights of any third party except to the extent such claim would not reasonably be expected to have a material adverse effect on Borrower’s business. Except as noted on the Perfection Certificate, Borrower is not a party to, nor is it bound by, any Restricted License.
Excluded Locations means the following locations where Collateral may be located from time to time: (a) locations where mobile office equipment (e.g. laptops, mobile phones and the like) may be located with employees in the Ordinary Course of Business, (b) locations of inventory and equipment in transit, (c) locations of equipment that is being repaired, (d) locations of Collateral that is no longer used or useful in the Loan Parties’ business in the Loan Parties’ reasonable business judgment, and (e) other locations where, in the aggregate for all such locations, less than One Hundred Thousand Dollars ($100,000) of Collateral is located.
Excluded Locations means the real property of the Borrower or its Subsidiaries located at Edmo▇▇ ▇▇▇eet in Calhoun, Georgia (Plant 1), Chatsworth, Georgia, Dalton, Georgia (Plant 4), Berea, Kentucky and Roxboro, North Carolina (Outlet Store).
Excluded Locations means the following locations where Collateral may be located from time to time: (a) locations where mobile office equipment (e.g. laptops, mobile phones and the like) may be located with employees in the Borrower’s ordinary course of business and (b) any CMO or CRO.
Excluded Locations means, (x) the location identified as an “Excluded Location” in Schedule 4(b) and (y) any other location (other than the chief executive office of the Grantor) where the fair market value of all Inventory and Equipment at such location, has a fair market value that does not exceed $100,000 in the aggregate.
Excluded Locations means the auto/truckstops comprising a part of the A/TS Network located at the following locations: Santa Nella California; Blythe, California; Buttonwillow, California; Redding, California; Sacramento, California; and Ontario, California.
Excluded Locations means the following locations where Collateral may be located from time to time: (a) locations where only mobile office equipment (e.g. laptops, mobile phones and the like) may be located with employees in the Ordinary Course of Business, and (b) any other location where Collateral with an aggregate value of less than $250,000 (or its equivalent in other currencies) is located. “Excluded Taxes” means any of the following Taxes imposed on or with respect to a Recipient or required to be withheld or deducted from a payment to a Recipient: (a) Taxes imposed on or measured by net income (however denominated), franchise Taxes, and branch profits Taxes, in each case, (i) imposed as a result of such Recipient being organized under the laws of, or having its principal office or, in the case of any Recipient, its applicable lending office located in, the jurisdiction imposing such Tax (or any political subdivision thereof) or (ii) that are Other Connection Taxes, (b) United States federal withholding Taxes imposed on amounts payable to or for the account of such Recipient with respect to an applicable interest in a Credit Extension pursuant to a law in effect on the date on which (i) such Recipient acquires such interest in any Credit Extension or (ii) such Recipient changes its lending office, except in each case to the extent that, pursuant to Section 2.7, amounts with respect to such Taxes were payable either to such Recipient’s assignor immediately before such Recipient acquired the applicable interest in a Credit Extension or to such Recipient immediately before it changed its lending office, (c) Taxes attributable to such Recipient’s failure to comply with Section 2.7(e) and (d) any withholding Taxes imposed under FATCA. “FATCA” means Sections 1471 through 1474 of the IRC as of the date of this Agreement (or any amended or successor version that is substantively comparable and not materially more onerous to comply with), any current or future regulations or official interpretations thereof and any agreement entered into pursuant to Section 1471(b)(1) of the IRC and any fiscal or regulatory legislation, rules or practices adopted pursuant to any intergovernmental agreement, treaty or convention among Governmental Authorities and implementing such Sections of the IRC. “Federal Reserve Board” means the Board of Governors of the Federal Reserve System, or any successor thereto. “First Amendment” means that certain First Amendment to Loan and Security Agreement da...