Borrowing Base Assets Clause Samples
Borrowing Base Assets. (a) The Eligible Real Estate and Borrowing Base Loans included in the calculation of the Borrowing Base Availability shall at all times satisfy all of the following conditions:
(i) the Eligible Real Estate shall be owned one hundred percent (100%) in fee simple, or leased under a Ground Lease, by a Wholly Owned Subsidiary of Borrower that is a Subsidiary Guarantor, in each case free and clear of all Liens other than the Liens permitted in §8.2(i) and (ix), and other Liens approved in writing by Agent, and such Eligible Real Estate shall not have applicable to it any restriction on the sale, pledge, transfer, mortgage or assignment of such property (including any restrictions contained in any applicable organizational documents);
(ii) none of the Eligible Real Estate shall have any material title, survey, environmental, structural or other defects except as reasonably approved by the Agent and the Required Lenders;
(iii) if such Eligible Real Estate is held by a Subsidiary Guarantor, the only asset of such Subsidiary Guarantor shall be Eligible Real Estate included in the calculation of the Borrowing Base Availability;
(iv) each Operator’s Agreement and Lease with a Major Tenant for a Borrowing Base Property shall obligate the Operator or tenant to provide to Borrower or the applicable Subsidiary Guarantor sufficient and timely financial information, separate for the specific location at the Borrowing Base Property, to permit calculation of clause (b) of the definition of Adjusted Net Operating Income and determine whether such property is an EBITDAR Stabilized Property or a Newly-Built Property;
(v) [Intentionally Omitted];
(vi) no tenant or group of Affiliates thereof which leases ninety percent (90%) or more of the Net Rentable Area of such Real Estate (A) is in default of base rent or other material payment obligations under its respective Lease for more than seventy-five (75) days beyond the date upon which such payment obligations were due, or (B) is subject to any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution, liquidation or similar debtor relief proceeding;
(vii) the Primary License of such Eligible Real Estate shall not have been revoked or the subject of any revocation proceeding, no event or circumstance shall have occurred or exist which would result in the Operator thereof no longer being entitled to reimbursement under Medicare or Medicaid and the Operator shall be in compliance in all material respects...
Borrowing Base Assets. Save for the EG Block Assets, each Borrowing Base Asset will at all times be owned by an Obligor (excluding KEO).
Borrowing Base Assets. As of any date of determination, Eligible Assets and Eligible Mortgages that are held by a Loan Party as of such date; provided that Borrowing Base Assets as of any date of determination shall include assets that will become Eligible Assets or Eligible Mortgages substantially concurrently with the funding of any Loan on such date. Borrowing Base Certificate. See §7.4(e).
Borrowing Base Assets. On or prior to the Closing Date, the Administrative Agent shall have received each of the documents required pursuant to Section 4.3 for each Borrowing Base Asset to be included in the Borrowing Base on the Closing Date.
Borrowing Base Assets. (a) All Accounts which are included in each Borrowing Base Certificate delivered by Borrower Agent from time to time are, at the time of such delivery, not excluded as ineligible for inclusion in the Aggregate Borrowing Base by virtue of one or more of the THIRD AMENDED AND RESTATED CREDIT AGREEMENT – Page 105 excluding criteria (other than any Agent-discretionary criteria) set forth in the definitions of the relevant defined terms.
(b) All Inventory which is included in each Borrowing Base Certificate delivered by Borrower Agent from time to time is, at the time of such delivery, (i) of good and marketable quality and free from known defects and (ii) not excluded as ineligible for inclusion in the Borrowing Base by virtue of one or more of the excluding criteria (other than any Agent-discretionary criteria) set forth in the definitions of the relevant defined terms. All Eligible In-Transit Inventory which is included in each Borrowing Base Certificate delivered by Borrower Agent constitutes Eligible Inventory at the time of such delivery except as otherwise stated in the definition of the term "Eligible In-Transit Inventory". All Eligible LC Backed Future Inventory which is included in each Borrowing Base Certificate delivered by Borrower Agent at any time will be, promptly upon such Inventory becoming owned by a Borrower, Eligible Inventory.
(c) All other Property (other than Accounts and Inventory referred to in clauses (a) and (b) of this Section above) which is included in each Borrowing Base Certificate delivered by Borrower Agent from time to time is, at the time of such delivery, not excluded as ineligible for inclusion in the Aggregate Borrowing Base by virtue of one or more of the excluding criteria (other than any Agent-discretionary criteria) set forth in the definitions of the relevant defined terms.
Borrowing Base Assets. (a) Each of the Borrowing Base Assets shall be owned one hundred percent (100%) by a Borrower (in fee simple as to Real Estate) and shall satisfy all of the following conditions:
(i) each of the Borrowing Base Assets shall be free and clear of all Liens other than the Liens permitted in Section 8.2(i), (iii), (iv) and (v) or, with respect to the Borrowing Base Assets described in clauses (f) and (g) of the definition of the term "Borrowing Base", liens permitted by Section 8.2(vi);
(ii) to the best of the Borrowers' knowledge and belief, none of the Borrowing Base Assets shall have any material title, survey, environmental or other defects that would give rise to a materially adverse effect as to the value, use of or ability to sell or refinance such property;
(iii) with respect to the Partial Interests, the Partnership to which the Partial Interest relates shall own the applicable Real Estate one hundred percent (100%) in fee simple, and such Real Estate shall otherwise comply with the terms of this Agreement;
(iv) the Borrowing Base Assets (including Properties Under Construction) which are derived from or are intended to become income producing operating properties shall be utilized (or with respect to Properties Under Construction upon completion will be utilized) principally for office, retail, research/industrial, office/warehouse, warehouse/distribution or multifamily housing;
(v) the Borrowing Base Assets (other than Properties Under Construction) which are or derive from income producing operating properties (A) shall be (1) fully operational; and (2) properties for which valid certificates of occupancy or the equivalent for all buildings thereon have been issued and are in full force and effect; and (B) on an aggregate basis (1) such Borrowing Base Assets (excluding multi-family housing and the Conference Center) are eighty percent (80%) leased pursuant to bona- fide arm's length leases to third parties unaffiliated with any Borrower, any of the General Partners, any Guarantor or any of the Controlled Subsidiaries of any Borrower; or (2) with respect to multi-family housing only, such Borrowing Base Assets are eighty-five percent (85%) leased pursuant to bona-fide arm's length leases; and (C) there is no material Indebtedness with respect to such Borrowing Base Asset secured thereby which is subject to acceleration or is accelerated. In the event that any of such property described in (B)(1) is leased to an Affiliate of a Borrower, any of the Gen...
Borrowing Base Assets. Each of the Borrowing Base Assets included in the calculation of Borrowing Base Availability satisfies each condition and requirement of this Agreement to be included in the calculation of Borrowing Base Availability.
Borrowing Base Assets. All or any part of a Borrowing Base Asset is impaired, abandoned or nationalised, or production from a Borrowing Base Asset is interrupted or impaired, in each case to an extent that the Majority Lenders believe could reasonably be expected to have a Material Adverse Effect.
Borrowing Base Assets. Collectively, (a) the Borrowing Base Properties and (b) the Borrowing Base Loans. The initial Borrowing Base Properties (the “Initial Borrowing Base Properties”) and the initial Borrowing Base Loans (the “Initial Borrowing Base Loans”) are identified on Schedule 1.2 attached hereto, and are hereby approved by the Agent and the Lenders.
Borrowing Base Assets. Each of the Properties and other assets included in calculations of the Borrowing Base satisfy all of the requirements contained in the definitions of “Eligible Property”, “Unencumbered Cash” and “Unencumbered Mortgage Receivable”, as applicable, except in the case of a Property to the extent the requirements in the definition of “Eligible Property” were waived by the Requisite Lenders, pursuant to Section 4.1.(c) at the time such Property was included in the Borrowing Base and such Property has not ceased to be a Borrowing Base Property pursuant to the definition thereof.