Material Project EBITDA Adjustment definition
Material Project EBITDA Adjustment means, with respect to each Material Project:
Material Project EBITDA Adjustment means, with respect to each Material Project of the Borrower or a Restricted Subsidiary:
Material Project EBITDA Adjustment has the meaning assigned to such term in clause (b) of the definition of the term “Consolidated EBITDA”.
Examples of Material Project EBITDA Adjustment in a sentence
Notwithstanding anything to the contrary herein, the Borrowers and their Restricted Subsidiaries shall not be required to deliver feasibility studies, engineering assessments, updated status reports or information concerning Capital Expenditures or pre-delivery of any Material Project EBITDA Adjustment for any Material Project that is not a Capital Project.
More Definitions of Material Project EBITDA Adjustment
Material Project EBITDA Adjustment is defined in the definition of “EBITDA” in this Section 1.1.
Material Project EBITDA Adjustment means an amount determined by Borrower and approved by Administrative Agent (such approval not to be unreasonably conditioned, delayed or withheld) equal to projected Non-Consolidated EBITDA of Borrower in respect of a Material Project (including dividends and distributions projected to be paid in Cash or Cash Equivalents to Borrower and payments projected to be received in Cash or Cash Equivalents by Borrower in repayment of good-faith loans made by Borrower) attributable to such Material Project for the first 12-month period following the projected commercial operation date of such Material Project (determined based on customer contracts relating to such Material Project, projected revenues from such contracts, capital costs and expenses, the projected commercial operation date, commodity price assumptions and other reasonable factors deemed appropriate by Administrative Agent (other than uncontracted customer cash flows, which shall not be deemed appropriate)); provided, that if the applicable actual commercial operation date does not occur by the guaranteed substantial completion date (or if there is no guaranteed substantial completion date, the latest scheduled completion date) set forth in the applicable project construction contract (as such date may be extended on a day-for-day basis due to a declared force majeure event permitted thereunder (and not for any other reason) so long as such extension could not reasonably be expected to result in the termination of any customer contracts (as so extended, the “Completion Date”)), the foregoing amount shall be reduced, for Fiscal Quarters ending after the Completion Date to (but excluding) the first full Fiscal Quarter after such actual commercial operation date, by the following percentage amounts depending on the period of delay (based on the actual period of delay or the then-estimated delay based on the reasonable determination of Borrower at the time of measurement and reasonably agreed by the applicable project independent engineer, whichever is longer): (i) 90 days or less, 0%, (ii) longer than 90 days, but not more than 180 days, 25%, (iii) longer than 180 days, but not more than 270 days, 50%, (iv) longer than 270 days but not more than 365 days, 75%, and (v) longer than 365 days, 100%. On and after the actual commercial operation date, if the actual Non-Consolidated EBITDA of Borrower (including dividends and distributions projected to be paid in Cash or Cash Equivalents to Borrower and paymen...
Material Project EBITDA Adjustment means, with respect to each Material Project of the Borrower, a Restricted Subsidiary, Maurepas Holdings or any of its Subsidiaries:
Material Project EBITDA Adjustment means, with respect to each Material Project of the Company or a Restricted Subsidiary:
Material Project EBITDA Adjustment contained in Section 1.01 of the Credit Agreement shall be amended as indicated below:
Material Project EBITDA Adjustment. Commitment: for any Lender, its obligation to make Loans and to participate in LC Obligations up to the maximum principal amount shown on Schedule 1.1(a), as hereafter modified pursuant to Section 2.1.4, Section 2.1.7 or an Assignment to which it is a party. “Commitments” means the aggregate amount of all Lenders’ Commitments. The Commitments as of the Closing Date are $400,000,000. Commitment Reserve: on any date of determination, an amount equal to the aggregate outstanding principal amount of the 2025 Senior Notes less Unrestricted Cash of Borrower and the Restricted Subsidiaries. Commodity Account Control Agreement: an agreement in form and substance reasonably acceptable to Agent establishing Agent’s Control with respect to any Commodity Account of Borrower or any Subsidiary Guarantor. For purposes of this definition, “Control” means “control” within the meaning of Section 8-106 of the UCC. Commodity Exchange Act: the Commodity Exchange Act (7 U.S.C. § 1 et seq.). Communication: this Agreement, any other Loan Document and any document, any amendment, approval, consent, information, notice, certificate, request, statement, disclosure or authorization related to any Loan Document. Compliance Certificate: a certificate, in form and substance reasonably satisfactory to Agent, by which Borrower certifies compliance with Section 10.
Material Project EBITDA Adjustment is hereby amended by (i) deleting the word “or” immediately following the first instance of the word “Borrower” therein and replacing it with a “,” in lieu thereof, (ii) adding “Maurepas Holdings or any of its Subsidiaries” immediately after the first instance of the words “Restricted Subsidiary” therein, (iii) deleting the words “of the Borrower and its Restricted Subsidiaries” in clause (x) thereof and (iv) inserting the parenthetical “(giving effect, for the avoidance of doubt and without duplication, to clause (e) of the definition of Consolidated Net Income in the case of any Material Project of Maurepas Holdings or its Subsidiaries)” in clause (x) thereof immediately following the third instance of the words “Material Project”.