Project Subsidiary Indebtedness definition

Project Subsidiary Indebtedness means any Indebtedness of Project Subsidiaries to the extent that such Indebtedness is not recourse to the Borrower, any Subsidiary or any of their respective assets (in each case, other than recourse in respect of Project Assets).
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Project Subsidiary Indebtedness means Indebtedness of a Project Subsidiary (a) which is secured in whole or in part by Generation Systems or rights therein owned by such Project Subsidiary or by another Project Subsidiary, rights to payment under the related underlying Customer Agreement and the proceeds thereof, or Equity Interests in Project Subsidiaries owned by Project Subsidiary or another Project Subsidiary, or any combination of the forgoing, (b) which is Non-Recourse to any Loan Party, (c) after the incurrence of which Indebtedness, on a pro forma basis as of a date not more than three (3) Business Days prior to the incurrence of such Indebtedness, the Parent and its Subsidiaries would be in compliance with the financial covenant set forth in Section 7.03(c) hereof and would satisfy the LTV Conditions, (d) which in the case of Project Subsidiary Permanent Indebtedness, does not provide that a transfer of the Equity Interests in the Borrower or one of its Subsidiaries upon enforcement of the Collateral Agent's security interests is a change of control for purposes of any event of default or mandatory prepayment or purchase offer, and (e) the All-in-Margin on which does not exceed the then current interest rate on the Loans minus [***]%.
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Examples of Project Subsidiary Indebtedness in a sentence

  • Such Collateral Agent Advance shall (a) bear interest at the rate that was applicable to the Project Subsidiary Indebtedness at the date of such prepayment, including any applicable default rate, and (b) be due and payable on the terms that were applicable at the date of prepayment (including after giving effect to any acceleration of the principal thereof) as if such prepayment had not occurred.

  • As of the date hereof, the Borrower has made available to the Lenders true, correct and complete copies of the Material Project Documents and material documents for Project Subsidiary Indebtedness.

  • Set forth on Schedule 6.01(v), as supplemented from time to time pursuant to Section 7.01(s), is a complete and accurate list of all Material Project Documents and material documents for Project Subsidiary Indebtedness of each Subject Fund and each Excluded Subsidiary, showing the parties and subject matter thereof and amendments and modifications thereto.

  • In the event that the All-in-Margin on any Project Subsidiary Indebtedness is less than 200 basis points less than the All-in-Margin on the Loans, then the Applicable Margin shall be increased by such amount as shall result in the All-in-Margin on such Project Subsidiary Indebtedness being 200 basis points less than the All-in-Margin on the Loans.

  • Where stranded conductors terminate on a screw terminal, the conductor will be terminated with a full ring terminal.

  • Cause each Subsidiary to distribute all available cash to the Borrower as soon as permitted under the terms of the Material Project Documents and agreements governing Project Subsidiary Indebtedness.

  • After giving effect to the transactions contemplated by this Agreement and before and after giving effect to each Loan, the Loan Parties on a consolidated basis and each Project Subsidiary Indebtedness Counterparty on a consolidated basis are, Solvent.

  • Notify the Administrative Agent in writing prior to the formation of any Excluded Subsidiary or Subject Fund after the Effective Date and deliver to the Administrative Agent complete and correct copies of all Material Project Documents and material documents for Project Subsidiary Indebtedness for each Tax Equity Structure or Other Structure formed after the Effective Date, together with a supplement to Schedule 6.01(v) describing such additional Material Project Documents and other documents.

Related to Project Subsidiary Indebtedness

  • Permitted Subsidiary Indebtedness means any of the following:

  • Unrestricted Subsidiary Indebtedness of any Unrestricted Subsidiary means Indebtedness of such Unrestricted Subsidiary (i) as to which neither the Company nor any Restricted Subsidiary is directly or indirectly liable (by virtue of the Company or any such Restricted Subsidiary being the primary obligor on, guarantor of, or otherwise liable in any respect to, such Indebtedness), except Guaranteed Debt of the Company or any Restricted Subsidiary to any Affiliate, in which case (unless the incurrence of such Guaranteed Debt resulted in a Restricted Payment at the time of incurrence) the Company shall be deemed to have made a Restricted Payment equal to the principal amount of any such Indebtedness to the extent guaranteed at the time such Affiliate is designated an Unrestricted Subsidiary and (ii) which, upon the occurrence of a default with respect thereto, does not result in, or permit any holder of any Indebtedness of the Company or any Restricted Subsidiary to declare, a default on such Indebtedness of the Company or any Restricted Subsidiary or cause the payment thereof to be accelerated or payable prior to its Stated Maturity.

  • Project Finance Indebtedness means any present or future indebtedness incurred to finance the ownership, acquisition, development and/or operation of an asset, whether or not an asset of a member of the Group:

  • Acquisition Indebtedness Indebtedness of (A) the Borrower or any Restricted Subsidiary Incurred to finance or refinance, or otherwise Incurred in connection with, any acquisition of any assets (including Capital Stock), business or Person, or any merger or consolidation of any Person with or into the Borrower or any Restricted Subsidiary, or (B) any Person that is acquired by or merged or consolidated with or into the Borrower or any Restricted Subsidiary (including Indebtedness thereof Incurred in connection with any such acquisition, merger or consolidation).

  • Company Indebtedness means all indebtedness of the Company (including without limitation, any loans, advances, letters of credit, bank overdrafts, capital lease obligations and all other indebtedness of any kind including interest, principal and fees).

  • Permitted Financial Indebtedness means Financial Indebtedness:

  • Permitted Acquisition Indebtedness means Indebtedness (including Disqualified Stock) of the Company or any of the Restricted Subsidiaries to the extent such Indebtedness was Indebtedness:

  • Intercompany Indebtedness means Indebtedness of Company or any of its Subsidiaries which is owing to Company or any of its Subsidiaries.

  • Excluded Indebtedness means all Indebtedness not incurred in violation of Section 6.01.

  • Permitted Subordinated Indebtedness means Indebtedness incurred after the Closing Date by the Borrower or the Subsidiaries that is (i) subordinated to the Obligations and all other Indebtedness owing from the Borrower or the Subsidiaries to the Lender pursuant to a written subordination agreement satisfactory to the Lender in its sole discretion and (ii) in an amount and on terms approved by the Lender in its sole discretion.

  • Refinance Indebtedness has the meaning assigned to such term in Section 6.01(f).

  • Other Permitted Indebtedness means (a) accrued expenses and current trade accounts payable incurred in the ordinary course of any Obligor’s business which are not overdue for a period of more than 90 days or which are being contested in good faith by appropriate proceedings, (b) Indebtedness (other than Indebtedness for borrowed money) arising in connection with transactions in the ordinary course of any Obligor’s business in connection with its purchasing of securities, derivatives transactions, reverse repurchase agreements or dollar rolls to the extent such transactions are permitted under the Investment Company Act and the Investment Policies, provided that such Indebtedness does not arise in connection with the purchase of Portfolio Investments other than Cash Equivalents and U.S. Government Securities and (c) Indebtedness in respect of judgments or awards that have been in force for less than the applicable period for taking an appeal so long as such judgments or awards do not constitute an Event of Default under clause (l) of Article VII.

  • Restricted Indebtedness means Indebtedness of Holdings, the Borrower or any Subsidiary, the payment, prepayment, repurchase or defeasance of which is restricted under Section 6.09(b).

  • Assumed Indebtedness means Indebtedness of a Person which is (a) in existence at the time such Person becomes a Restricted Subsidiary of the Borrower or (b) is assumed in connection with an Investment in or acquisition of such Person, and has not been incurred or created by such Person in connection with, or in anticipation or contemplation of, such Person becoming a Restricted Subsidiary of the Borrower.

  • Receivables Facility Attributed Indebtedness means the amount of obligations outstanding under a receivables purchase facility on any date of determination that would be characterized as principal if such facility were structured as a secured lending transaction rather than as a purchase.

  • Securitization Indebtedness means (i) Indebtedness of the Company or any of its Restricted Subsidiaries incurred pursuant to on-balance sheet Securitizations treated as financings and (ii) any Indebtedness consisting of advances made to the Company or any of its Restricted Subsidiaries based upon securities issued by a Securitization Entity pursuant to a Securitization and acquired or retained by the Company or any of its Restricted Subsidiaries.

  • Permitted Existing Indebtedness means the Indebtedness of the Borrower and its Subsidiaries identified as such on Schedule 1.1.1 to this Agreement.

  • Designated Indebtedness means any Indebtedness that has been designated by the Borrower at the time of the incurrence thereof as “Designated Indebtedness” for purposes of this Agreement in accordance with the requirements of Section 6.01.

  • Permitted Indebtedness means any of the following:

  • Balloon Indebtedness means Long-Term Indebtedness, 25% or more of the original principal amount of which becomes due (either by maturity or mandatory redemption) during any consecutive twelve-month period, if such principal amount becoming due is not required to be amortized below such percentage by mandatory redemption or prepayment prior to such twelve-month period.

  • Permitted Refinancing Indebtedness means any Indebtedness of the Company or any of its Restricted Subsidiaries issued in exchange for, or the net proceeds of which are used to extend, refinance, renew, replace, defease or refund other Indebtedness of the Company or any of its Restricted Subsidiaries (other than intercompany Indebtedness); provided that:

  • Permitted Senior Indebtedness means the principal of (and premium, if any), interest on, and all fees and other amounts (including, without limitation, any reasonable out-of-pocket costs, enforcement expenses (including reasonable out-of-pocket legal fees and disbursements), collateral protection expenses and other reimbursement or indemnity obligations relating thereto) payable by Company and/or its Subsidiaries under or in connection with any credit facility to be entered into by the Company and/or its Subsidiaries with one or more financial institutions together with any amendments, restatements, renewals, refundings, refinancings or other extensions thereof); provided, however, that the aggregate outstanding amount of such Permitted Senior Indebtedness (taking into account the maximum amounts which may be advanced under the loan documents evidencing such Permitted Senior Indebtedness) does not as of the date on which any such Permitted Senior Indebtedness is incurred exceed $10,000,000, with respect to the unpaid principal balance of loans thereunder and, provided further that such Permitted Senior Indebtedness shall only be incurred to the extent that the Consolidated Total Indebtedness to Market Capitalization Ratio does not exceed .15 at the time of incurrence of such Permitted Senior Indebtedness.

  • Permitted Convertible Indebtedness means senior, unsecured Indebtedness of the Borrower or any Restricted Subsidiary that is convertible into shares of common stock of the Borrower (or other securities or property following a merger event, reclassification or other change of the common stock of the Borrower), cash or a combination thereof (such amount of cash determined by reference to the price of the Borrower’s common stock or such other securities or property), and cash in lieu of fractional shares of common stock of the Borrower.

  • Long-Term Indebtedness means any Indebtedness that, in accordance with GAAP, constitutes (or, when incurred, constituted) a long-term liability.

  • Recourse Indebtedness means Indebtedness that is not Non-Recourse Indebtedness; provided that personal recourse for Customary Recourse Exceptions shall not, by itself, cause such Indebtedness to be characterized as Recourse Indebtedness.

  • Second Lien Indebtedness means the Indebtedness of the Loan Parties owing to the Second Lien Agent and the Second Lien Lenders under the Second Lien Credit Agreement, which Indebtedness is on terms and conditions reasonably acceptable to the Collateral Agent.