Headquarters Transactions definition

Headquarters Transactions means the execution, delivery and performance by the ▇▇▇▇▇▇▇▇ Borrower and the other Loan Parties of the Headquarters Loan Agreement and the other Headquarters Loan Documents, the borrowing of loans and other credit extensions thereunder and the use of the proceeds thereof.
Headquarters Transactions means the execution, delivery and performance by the Whitmore Borrower and the other Loan Parties of the Headquarters Loan Agreement and the other Headquarters Loan Documents, the borrowing of loans and other credit extensions thereunder and the use of the proceeds thereof.
Headquarters Transactions means (i) the initial Headquarters SPV Payment Amount described in clause (i) of the definition thereof in an entity (that is not a Subsidiary of the Borrower) which makes investments utilizing tax credits (the “Headquarters Investor”), (ii) the incurrence by the Headquarters SPV and/or its Subsidiaries of Headquarters Non-Recourse Mortgage Debt in an aggregate amount not to exceed $55,000,000 (as reduced by any repayments of principal thereof) from the Headquarters Investor or a Subsidiary thereof or another lender (the “Headquarters Lender”), the source of which the Headquarters Lender shall have obtained (x) approximately $16,500,000 from a third party lender that is not the Headquarters Investor or an Affiliate thereof, (y) approximately $16,500,000 from a governmental entity and (z) approximately $20,000,000 from the Headquarters Investor and the Investment described in clause (i) of this definition, in each case, for which the portion of the Headquarters Non-Recourse Mortgage Debt to which such amount described in this clause (z) relates bears interest at a nominal rate, (iii) the acquisition, development and/or construction of the Headquarters by the Headquarters SPV and/or its Subsidiaries, (iv) the sale and leaseback or lease and leaseback of the Headquarters by the Headquarter SPV to a third party financing source (which may be a Capitalized Lease Obligation) (such lease, the “Headquarters SPV Base Lease”) so long as, other than for nominal payments, there are no debt service, lease service or similar requirements in respect of the Headquarters SPV Base Lease in excess of the amounts the Headquarters SPV would incur in respect of real property taxes and other similar payment obligations in the absence of the incurrence of the Headquarters SPV Base Lease, (v) the lease or sublease of the Headquarters from the Headquarters SPV to the Borrower and/or one of its Subsidiaries pursuant to the Headquarters Leases, (vi) transactions pursuant to the Headquarters Ancillary Agreements, (vii) the payment from time to time of the Headquarters SPV Payment Amounts pursuant to clauses (ii) and (iii) of the definition thereof and (viii) any other transaction in furtherance of the foregoing that is not adverse to the interests of the Lenders in any material respect and is not otherwise prohibited by this Agreement (it being understood that, in no event shall any such other transactions involve any incremental Indebtedness, any incremental credit support provided b...

Examples of Headquarters Transactions in a sentence

  • Except as disclosed in the financial statements referred to in Sections 3.04(a) and (b) or the notes thereto, after giving effect to the Transactions and the Headquarters Transactions, none of the Company or its Subsidiaries has any contingent liabilities, unusual long-term commitments or unrealized losses that in the aggregate could reasonably be expected to have a Material Adverse Effect.

  • The Company has heretofore furnished to the Lenders its pro forma consolidated balance sheet as of December 31, 2014, prepared giving effect to the Transactions and the Headquarters Transactions as if the Transactions and the Headquarters Transactions had occurred on such date.

  • The proceeds of the Revolving Loans will be used for payment of fees and expenses payable in connection with the Transactions and the Headquarters Transactions and for other working capital and other general corporate purposes.

  • The Company has heretofore furnished to the Lenders its pro forma consolidated balance sheet as of June 30, 2015, prepared giving effect to the Transactions and the Headquarters Transactions as if the Transactions and the Headquarters Transactions had occurred on such date.

  • The Administrative Agent (or its counsel) shall have received a solvency certificate signed by a Financial Officer of the CSW Borrower dated the Effective Date giving effect to the Transactions and the Headquarters Transactions in form and substance reasonably satisfactory to the Administrative Agent.

  • The Administrative Agent (or its counsel) shall have received a solvency certificate signed by a Financial Officer dated the Effective Date giving effect to the Transactions and the Headquarters Transactions and in form and substance reasonably satisfactory to the Administrative Agent.

Related to Headquarters Transactions

  • Contactless Transaction means a Transaction that is authorised by you touching or holding your Card or linked device against or near a POS Terminal without the need to insert your Card.

  • Business Transaction means any merger, share exchange, asset acquisition, plan of arrangement, recapitalization, reorganization or similar business combination involving the Company.

  • Real estate-related financial transaction means any transaction involving:

  • Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.

  • Retail transaction means the purchase of prepaid wireless telecommunications service from a seller for any purpose other than resale.