Newmar definition

Newmar means Newmar Corporation, an Indiana corporation.
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Newmar has the meaning set forth in the first WHEREAS clause to this Agreement.
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Newmar means Newmar Corporation, an Indiana corporation. “Newmar Revolving Exposures” means, with respect to any Lender at any time, and without duplication, the sum of (a) the outstanding principal amount of the Revolving Loans made by such Lender to Newmar at such time plus (b) such ▇▇▇▇▇▇’s LC Exposure with respect to Letters of Credit issued for the account of Newmar at such time plus (c) such ▇▇▇▇▇▇’s Swingline Exposure with respect to Swingline Loans made to Newmar at such time plus (d) an amount equal to its Applicable Percentage of the aggregate principal amount of outstanding Protective Advances made to Newmar at such time plus (e) an amount equal to its Applicable Percentage of the aggregate principal amount of outstanding Overadvances made to Newmar at such time. “Newmar Utilization” means, at any time, the excess, if any, of (a) the aggregate Newmar Revolving Exposures of all Lenders over (b) the Newmar Borrowing Base. “Non-Consenting Lender” has the meaning assigned to such term in Section 9.02(e). “NYFRB” means the Federal Reserve Bank of New York. “NYFRB Rate” means, for any day, the greater of (a) the Federal Funds Effective Rate in effect on such day and (b) the Overnight Bank Funding Rate in effect on such day (or for any day that is not a Business Day, for the immediately preceding Business Day); provided that if none of such rates are published for any day that is a Business Day, the term “NYFRB Rate” means the rate for a federal funds transaction quoted at 11:00 a.m., New York City time, on such day received by the Administrative Agent from a Federal funds broker of recognized standing selected by it; provided, further, that if any of the aforesaid rates shall be less than zero, such rate shall be deemed to be zero for purposes of this Agreement. “NYFRB’s Website” means the website of the NYFRB at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇▇, or any successor source. “Obligated Party” has the meaning assigned to such term in Section 10.02. “Obligations” means all unpaid principal of and accrued and unpaid interest on the Loans, all LC Exposure, all accrued and unpaid fees and all expenses, reimbursements, indemnities and other obligations and indebtedness (including interest and fees accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), obligations and liabilities of any of the Loan Parties to any of the Lenders, the Administrative Agent any Issuing B...
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Examples of Newmar in a sentence

  • Sellers and Newmar Corporation have made available to Buyer a true, correct and complete copy of the Organizational Documents of each Acquired Company and Company Subsidiary and there are no breaches of such Organizational Documents.

  • At all times since formation, the Company Subsidiaries (other than Newmar Risk Management) have been treated as a “qualified subchapter S subsidiary” within the meaning of Section 1361(b)(3)(B) of the Code.

  • Newmar Acquired Companies, as a private company, has not adopted Topic 842.

  • The fiscal year end of Newmar Acquired Companies, which is December 31, has been conformed to the fiscal year end of Winnebago, which is the last Saturday in August, for the purpose of presenting pro forma condensed combined financial statements, pursuant to Rule 11-02(c)(3) of Regulation S-X, as the fiscal years differed by more than 93 days.

  • The accompanying unaudited pro forma condensed combined financial information has been prepared in accordance with Article 11 of Regulation S-X and has been derived from the audited and unaudited financial statements of Winnebago and Newmar Corporation and Subsidiaries.

  • The final determination of the allocation of the aggregate transaction consideration will be based on the actual tangible and intangible assets and the liabilities of Newmar Acquired Companies at the effective time of the Transaction (see Note 5).

  • Sellers and Buyer will make the election pursuant to Section 338(h)(10) of the Code with respect to the acquisition of Newmar Corporation, and, if permissible, similar elections under any applicable state, municipal, local or Income Tax laws, as Buyer may reasonably specify (collectively, the “338(h)(10) Election”).

  • Notes bearing the manual or facsimile signature of any person so authorized shall bind FMS-WM, notwithstanding that such person has ceased to be the official so authorized to execute the Notes prior to the authentication and delivery of the Notes or was not such official at the date of the Notes.

  • The historical balance sheet of Newmar Corporation and Subsidiaries used in the unaudited pro forma condensed combined balance sheet as of August 31, 2019 was the unaudited consolidated balance sheet as of June 30, 2019.

  • Represents an adjustment of $3.9 million to increase the carrying value of Newmar Acquired Companies’ inventories, for the preliminary estimated fair value, which is based on the expected selling price of inventory to customers and adjusted for related costs of disposal and a reasonable profit allowance for the post-acquisition selling effort.


More Definitions of Newmar

Newmar means Newmar Corporation, an Indiana corporation. 33
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