Obligation Fair Share Contribution Amount means, with respect to a Borrower as of any date of determination, the maximum aggregate amount of the Obligations of such Borrower under this Agreement and the other Credit Documents that would not render its Obligations hereunder or thereunder subject to avoidance as a fraudulent transfer or conveyance under Section 548 of Title 11 of the United States Code or any comparable applicable provisions of state law; provided that, solely for purposes of calculating the “Obligation Fair Share Contribution Amount” with respect to any Borrower for purposes of this Section 2.26, any assets or liabilities of such Credit Party arising by virtue of any rights to subrogation, reimbursement or indemnification or any rights to or Obligations of contribution hereunder shall not be considered as assets or liabilities of such Borrower. “Obligation Aggregate Payments” means, with respect to a Borrower as of any date of determination, an amount equal to (A) the aggregate amount of all payments and distributions made on or before such date by such Borrower in respect of this Agreement and the other Credit Documents (including in respect of this Section 2.26 minus (B) the aggregate amount of all payments received on or before such date by such Borrower from the other Borrowers as contributions under this Section 2.26. The amounts payable as contributions hereunder shall be determined as of the date on which the related payment or distribution is made by the applicable Funding Borrower. The allocation among Borrowers of their Obligations as set forth in this Section 2.26 shall not be construed in any way to limit the liability of any Borrower hereunder or under any Credit Document.
Obligation Fair Share Contribution Amount as defined in Section 2.25(b).
Obligation Fair Share Contribution Amount means, with respect to a Borrower as of any date of determination, the maximum aggregate amount of the Obligations of such Borrower under this Agreement and the other Loan Documents that would not render its Obligations hereunder or thereunder subject to avoidance as a fraudulent transfer or conveyance under any Fraudulent Transfer Law; provided that, solely for purposes of calculating the Obligation Fair Share
More Definitions of Obligation Fair Share Contribution Amount
Obligation Fair Share Contribution Amount means, with respect to a Borrower as of any date of determination, the maximum aggregate amount of the Obligations of such Borrower under this Agreement and the other Loan Documents that would not render its Obligations hereunder or thereunder subject to avoidance as a fraudulent transfer or conveyance under Fraudulent Transfer Laws; provided that, solely for purposes of calculating the Obligation Fair Share Contribution Amount with respect to any Borrower for purposes of Section 3.11, any assets or liabilities of such Loan Party arising by virtue of any rights to subrogation, reimbursement or indemnification or any rights to or Obligations of contribution pursuant to Section 3.11 shall not be considered as assets or liabilities of such Borrower.
Obligation Fair Share Contribution Amount has the meaning given in Section 8.26 of the Financing Agreement.
Obligation Fair Share Contribution Amount has the meaning set forth in Section 2.8(b).
Obligation Fair Share Contribution Amount means, with respect to a Euro Tranche C-1 Term Loan Borrower as of any date of determination, the maximum aggregate amount of the Obligations of such Euro Tranche C-1 Term Loan Borrower under this Agreement and the other Loan Documents that would not render its Obligations hereunder subject to avoidance as a fraudulent transfer or conveyance under §548 of the Bankruptcy Code, 11 U.S.C. §548, or any comparable applicable provisions of state law; provided that, solely for purposes of calculating the Euro Tranche C-1 Obligation Fair Share Contribution Amount with respect to any Euro Tranche C-1 Term Loan Borrowers for purposes of this Agreement, any assets or liabilities of such Loan Party arising by virtue of any rights to subrogation, reimbursement or indemnification or any rights to or Obligations of contribution hereunder shall not be considered as assets or liabilities of such Euro Tranche C-1 Term Loan Borrower. “Euro Tranche C-1 Obligation Aggregate Payments” means, with respect to a Euro Tranche C-1 Term Loan Borrower as of any date of determination, an amount equal to (i) the aggregate amount of all payments and distributions made on or before such date by such Euro Tranche C-1 Term Loan Borrower in respect of this Agreement and the other Loan Documents (including in respect of this Agreement) minus (ii) the aggregate amount of all payments received on or before such date by such Euro Tranche C-1 Term Loan Borrower from the other Euro Tranche C-1 Term Loan Borrowers as contributions under this Agreement. The amounts payable as contributions hereunder shall be determined as of the date on which the related payment or distribution is made by the applicable Euro Tranche C-1 Funding Borrower. The allocation among the Euro Tranche C-1 Term Loan Borrowers of their Obligations as set forth in this Agreement shall not be construed in any way to limit the liability of any Euro Tranche C-1 Term Loan Borrower hereunder or under any Loan Document. (c) Representative of Euro Tranche C-1 Term Loan Borrowers. NAIP hereby appoints BV Borrower as its agent, attorney-in-fact and representative for the purpose of (i) making any borrowing requests or other requests required under this Agreement, (ii) the giving and receipt of notices by and to Euro Tranche C-1 Term Loan Borrowers under this Agreement, (iii) the delivery of all documents, reports, financial statements and written materials required to be delivered by the Euro Tranche C-1 Term Loan Borrowers under this Ag...
Obligation Fair Share Contribution Amount means, with respect to a Tranche X-0 Xxxx Xxxx Xxxxxxxx, Xxxxxxx X-0 Term Loan Borrower or Revolving Credit Borrower as of any date of determination, the maximum aggregate amount of the Obligations of such Tranche X-0 Xxxx Xxxx Xxxxxxxx, Xxxxxxx X-0 Term Loan Borrower or Revolving Credit Borrower under this Agreement and the other Loan Documents that would not render its Obligations hereunder or thereunder subject to avoidance as a fraudulent transfer or conveyance under §548 of the Bankruptcy Code, 11 U.S.C. §548, or any comparable applicable provisions of state law; provided that, solely for purposes of calculating the Obligation Fair Share Contribution Amount with respect to any Tranche X-0 Xxxx Xxxx Xxxxxxxx, Xxxxxxx X-0 Term Loan Borrower or Revolving Credit Borrower for purposes of this Section 11.24, any assets or liabilities of such Loan Party arising by virtue of any rights to subrogation, reimbursement or indemnification or any rights to or Obligations of contribution hereunder shall not be considered as assets or liabilities of such Tranche X-0 Xxxx Xxxx Xxxxxxxx, Xxxxxxx X-0 Term Loan Borrower or Revolving Credit Borrower. “Obligation Aggregate Payments” means, with respect to a Tranche X-0 Xxxx Xxxx Xxxxxxxx, Xxxxxxx X-0 Term Loan Borrower or Revolving Credit Borrower as of any date of determination, an amount equal to (i) the aggregate amount of all payments and distributions made on or before such date by such Tranche X-0 Xxxx Xxxx Xxxxxxxx, Xxxxxxx X-0 Term Loan Borrower or Revolving Credit Borrower in respect of this Agreement and the other Loan Documents (including in respect of this Section 11.24) minus (ii) the aggregate amount of all payments received on or before such date by such Tranche X-0 Xxxx Xxxx Xxxxxxxx, Xxxxxxx X-0 Term Loan Borrower or Revolving Credit Borrower from the other Tranche B-6 Term Loan Borrower, Tranche B-7 Term Loan Borrower or Revolving Credit Borrower as contributions under this Section 11.24. The amounts payable as contributions hereunder shall be determined as of the date on which the related payment or distribution is made by the applicable Funding Borrower. The allocation among the Tranche B-6 Term Loan Borrowers, Tranche B-7 Term Loan Borrowers and Revolving Credit Borrowers of their Obligations as set forth in this Section 11.24 shall not be construed in any way to limit the liability of any Tranche X-0 Xxxx Xxxx Xxxxxxxx, Xxxxxxx X-0 Term Loan Borrower or Revolving Credit Borrower hereunder or under any...
Obligation Fair Share Contribution Amount as defined in Section 2.23(b). “Obligation Fair Share Shortfall” as defined in Section 2.23(b). “Obligations” means all obligations (whether now existing or hereafter arising, absolute or contingent, joint, several or independent) of every nature of each Credit Party from time to time owed to the Agents (including former Agents), the Lenders and the Lender Counterparties (or any of the foregoing Persons) under any Credit Document or Secured Hedge Agreement, whether for principal, interest (including interest that, but for the filing of a petition in bankruptcy with respect to such Credit Party, would have accrued on any Obligation, whether or not a claim is allowed against such Credit Party for such interest in the related bankruptcy proceeding), payments for early termination of Secured Hedge Agreements, obligations to pay, discharge and satisfy the Erroneous Payment Subrogation Rights, fees, expenses, indemnification or otherwise, in each case, excluding, with respect to any Guarantor, Excluded Swap Obligations with respect to such Guarantor. “Obligee Guarantor” as defined in Section 7.7. “OFAC” means the Office of Foreign Assets Control of the U.S. Department of the Treasury and any successor Governmental Authority. “Organizational Documents” means (i) with respect to any corporation or company, its certificate, memorandum, or articles of incorporation or organization, and its bylaws, (ii) with respect to any limited partnership, its certificate or declaration of limited partnership and its partnership agreement, (iii) with respect to any general partnership, its partnership agreement, (iv) with respect to any limited liability company, its certificate or articles of organization or formation and its operating agreement or limited liability company agreement, and (v) in each case, any shareholders agreement, voting agreement, proxy or similar agreement with respect to Capital Stock issued by such Person. In the event any term or condition of this Agreement or any other Credit Document requires any Organizational Document to be certified by a secretary of state or similar governmental official, the reference to any such Organizational Document shall only be to a document of a type customarily certified by such governmental official. “Other Connection Taxes” means, with respect to any Recipient, Taxes imposed as a result of a present or former connection between such Recipient and the jurisdiction imposing such Tax (other than connections arising from suc...
Obligation Fair Share Contribution Amount has the meaning assigned to such term in Section 11.24.