Eligible Notes Receivable means those Notes Receivable that comply with each of the representations and warranties respecting Eligible Notes Receivable made in the Loan Documents, and that are not excluded as ineligible by virtue of one or more of the excluding criteria set forth below; provided, however, that such criteria may be modified from time to time by Agent in Agent’s Permitted Discretion; provided further, that so long as no Default or Event of Default has occurred and is continuing, Agent shall first notify and attempt to discuss with Borrower any such modification that Agent proposes to make to such criteria unless Agent, in its Permitted Discretion, believes that exigent circumstances justify the immediate modification of such criteria. Eligible Notes Receivable shall not include a Note Receivable (unless specifically determined to be an Eligible Note Receivable by Agent following a review thereof on a case-by-case basis) if:
Eligible Notes Receivable means, subject to the next sentence, the outstanding principal amount of those Notes Receivable which comply with each of the representations and warranties in Section 3.18 hereof and each of the other representations and warranties relating to Eligible Notes Receivable contained herein and in the other Loan Documents, that are owned by Borrower in which Agent holds (and continuously maintains) a perfected first-priority security interest and that have been collaterally assigned to Agent (and in any event shall not include any unfunded commitment or other obligation of Borrower under any Loan Paper). Notwithstanding the foregoing, Eligible Notes Receivable shall not include a Note Receivable:
Eligible Notes Receivable means those Notes Receivable that comply with each of the representations and warranties respecting Eligible Notes Receivable made in the Loan Documents, and that are not excluded as wholly or partially ineligible by virtue of one or more of the excluding criteria set forth below. Eligible Notes Receivable shall not include all or any portion of a Note Receivable (unless specifically determined to be eligible by Agent following a review thereof on a case-by-case basis) unless, in each case:
Examples of Eligible Notes Receivable in a sentence
Use the proceeds of the Advances for any purpose other than to finance Borrower’s acquisition of Eligible Notes Receivable and to pay transactional fees, costs, and expenses incurred in connection with this Agreement, the other Loan Documents, and the transactions contemplated hereby and thereby, to make Restricted Payments permitted under Section 7.10 and for any other purpose not expressly prohibited by this Agreement.
The proceeds of the Loans shall be used by Borrower to finance Eligible Notes Receivable.
Simultaneously with the delivery of Eligible Notes Receivable to correct a Borrowing Base Shortfall, Borrower will deliver to Lender all of the items (except for a Request for Loan Advance) required to be delivered by Borrower to Lender pursuant to Section 4.2, together with a "Borrower's Certificate" in form and substance identical to Exhibit E.
The pledge and delivery to Agent as agent for Lenders of additional Eligible Notes Receivable shall comply with the document delivery and recordation requirements set forth in Section 5.1 of this Agreement.
Simultaneously with the delivery of Eligible Notes Receivable to correct a Borrowing Base Shortfall, Borrower will deliver to Lender all of the items (except for a Request for Loan Advance) required to be delivered by Borrower to Lender pursuant to Section 4.2, together with a “Borrower's Certificate” in form and substance identical to Exhibit E.
More Definitions of Eligible Notes Receivable
Eligible Notes Receivable means all Notes Receivable except:
Eligible Notes Receivable means those Notes Receivable that comply with each of the representations and warranties respecting Eligible Notes Receivable made in the Loan Documents, and that are not excluded as ineligible by virtue of one or more of the excluding criteria set forth below; provided, however, that such criteria may be modified from time to time by Required Lenders in their Permitted Discretion; provided further, that so long as no Default or Event of Default has occurred and is continuing, Required Lenders shall first notify and attempt to discuss with Borrower any such modification that Required Lenders propose to make to such criteria unless Required Lenders, in their Permitted Discretion, believe that exigent circumstances justify the immediate modification of such criteria. Eligible Notes Receivable shall not include a Note Receivable (unless specifically determined to be an Eligible Note Receivable by Required Lenders following a review thereof on a case-by-case basis) if:
Eligible Notes Receivable means at the time of any determination thereof, the Notes Receivable of the Borrower and the Restricted Subsidiaries (at least 85% of which the Purchasers in respect thereof are residents of the United States, Puerto Rico, the United States Virgin Islands or Canada) which are reasonably acceptable to the Determining Lenders in their discretion for the purposes of determining the Borrowing Base and as to which the following requirements have been fulfilled with respect to each Note Receivable:
Eligible Notes Receivable set forth in Article I of the Credit Agreement is hereby amended to read as follows:
Eligible Notes Receivable means a promissory note which is properly assigned and/or endorsed payable to either (i) a Subsidiary Guarantor the equity interests in which have been properly pledged to Administrative Agent as collateral for the Obligations, or (ii) the Borrower which, in turn, has assigned such note as collateral to Administrative Agent in a manner so as to grant Administrative Agent a perfected, first priority security interest therein, and which note is (a) secured by a first lien mortgage (or similar security instrument) which mortgage is properly perfected and properly assigned to Borrower pursuant to an assignment of record (or multiple assignments from the original lender through to Borrower), (b) current in terms of principal and interest payments from the obligor thereunder, (c) from an obligor not the subject of bankruptcy or other insolvency proceedings, (d) not subject to any liens or claims of other parties (other than statutory liens relating to non-delinquent taxes), and (e) not subject to any assertions by the obligor that such note is unenforceable or that the obligor has defenses to the enforcement thereof.
Eligible Notes Receivable means, at any date of determination thereof, all Eligible Notes Receivable as defined in the CIS Financing Agreement as follows:
Eligible Notes Receivable means those Commercial Notes Receivable that comply with each of the representations and warranties respecting Eligible Notes Receivable made in the Loan Documents, and that are not excluded as ineligible by virtue of one or more of the excluding criteria set forth below; provided, however, that such criteria may be modified from time to time by Agent in Agent’s Permitted Discretion.