LTV Calculation Spreadsheet definition
LTV Calculation Spreadsheet means that certain excel spreadsheet (as it may be modified or amended from time to time with the written agreement of the Borrower and the Blackstone Representative) titled “Altus Base_TGC III 2022 Model_v25” and delivered by the Borrower to the Blackstone Representative on or prior to the Closing Date setting forth, solely for the purposes of demonstration, the manner in which the Collateral Manager shall calculate the LTV Ratio from time to time; provided that, to the extent the Rating Agency modifies its assumptions or methodologies in a manner that affects the calculation of the LTV Ratio hereunder (including, without limitation, in connection with the evaluation of a Rating Condition, any extension of Loans, or surveillance actions) and the result of such modifications would be to reduce or lower the LTV Ratio, then the Blackstone Representative shall be permitted, in its sole discretion, to update the LTV Calculation Spreadsheet to reflect any such modification or modifications (each such update, a “LTV Recalculation”), in each case with prompt notice to, but without the consent of, the Borrower, any other Loan Party or the Collateral Manager. For the avoidance of doubt, the outputs shown in the LTV Calculation Spreadsheet are not, and are not intended to be, projections of any kind, and the LTV Calculation Spreadsheet shall serve only to demonstrate the methods and formulas pursuant to which the Collateral Manager shall calculate the LTV Ratio from time to time. “LTV Ratio” means, as of any date of determination, the ratio (expressed as a percentage) of (a) Total Outstandings divided by (b) the present value at such time, computed on such date using a discount rate equal to 6.0% per annum, of all Forward Project Collections, including from the sale of SRECs and other renewable energy credits, of each Project Company, in each case calculated by the Collateral Manager in a manner consistent with the LTV Calculation Spreadsheet and verified by the Blackstone Representative in good faith (for the avoidance of doubt, it being
LTV Calculation Spreadsheet. “Maintenance Services Provider” means: (a) with respect to any Project owned by a Group Member on the Closing Date, the maintenance services provider (if any) identified in the Material Project Documents with respect to such Project as at the Closing Date; and (b) with respect to any Project acquired or invested in by a Group Member after the Closing Date, the maintenance services provider (if any) identified in the Notice of New Project with respect to such Project. “Make-Whole Amount” means, with respect to any voluntary prepayment of any Class of Term Loans pursuant to Section 2.03, the present value at such time, computed on such prepayment date using a discount rate equal to Treasury Rate plus 0.50%, of an amount equal to the amount of interest which would have accrued on the principal balance of the applicable Term Loan being prepaid from the date of prepayment through the date that is three (3) years after the Closing Date; provided that no Make-Whole Amount shall be due in respect of any voluntary prepayment made following the date that is three (3) years after the Closing Date. “Management Fees” has the meaning assigned to such term in the Collateral Management Agreement. “Management Standard” has the meaning assigned to such term in the Collateral Management Agreement. “Margin Stock” has the meaning set forth in Regulation U issued by the FRB. “Master Agreement” has the meaning set forth in the definition of “Swap Contract”. “Material Action” means to: (a) file or consent to the filing of any bankruptcy, insolvency or reorganization petition under any applicable federal, state or other law relating to a bankruptcy naming the Borrower as debtor or other initiation of bankruptcy or insolvency proceedings by or against the Borrower, or otherwise seek, with respect to the Borrower, relief under any laws relating to the relief from debts or the protection of debtors generally; (b) seek or consent to the