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Group Facilities Ratable Status
Group Facilities Ratable Status contract clause examples
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Common Terms” means, solely to the extent there is one or more Classes of Group Commitments or Group Loans that are designated on the Facilities Schedule hereto as “Constitutes Same Class With” the applicable Commitments or Loans under this Agreement, the following provisions in such Group Credit Agreement: # Section 10.20 and any other provision requiring re-allocation among the Group Facilities to achieve ratable status, # any provision requiring comparable action to be taken under other Group Credit Agreements, # the definitions of “Group”, the second paragraph of “Class”, “Majority Lenders”, “Required Revolving Credit Lenders”, “Required Term Lenders”, “Required Revolving Credit and Term A Lenders”, # any designation of any Group Loans or Group Commitments as belonging to the same “Class”, # any provision affecting the pricing of any Class of Loans or Commitments and # any other provision with respect to which there is a comparable provision in the Nexstar Credit Agreement or any of the other VIE Credit Agreements with respect to which the Nexstar Borrower and the Administrative Agent have jointly determined, both acting reasonably, that a similar amendment would be required; provided that comparable provisions of each Group Credit Agreement shall maintain the same section and clause numbers.

No Group. The Company acknowledges that, to the Company’s knowledge, each Holder is acting independently in connection with this Agreement and the transactions contemplated hereby, and is not acting as part of a “group” as such term is defined under Section 13(d) of the Securities Act and the rules and regulations promulgated thereunder.

Partnership Group. “Partnership Group” shall mean the Company, the Partnership, and all direct and indirect subsidiaries of the Company and the Partnership.

Aggregation Group. An "Aggregation Group" shall mean each plan of the Company or of an Affiliated Company in which a Key Employee is a participant, and each plan of the Company or of an Affiliated Company that enables the plan(s) containing a Key Employee to meet the antidiscrimination requirements of Code [Sections 401(a)(4) or 410]0], including terminating or terminated plans maintained within the last five years ending on the Determination Date that would, but for such plan termination, be part of the Aggregation Group. The Company can elect to include in the Aggregation Group any plan not otherwise required to be included, if such group, after such election, would continue to meet the antidiscrimination requirements of Code [Sections 401(a)(4) and 410]0]; provided, however, that any such plan will not be otherwise deemed a Top-heavy Plan by reason of such election.

Group, Inc. maintains a system of internal control over financial reporting (as such term is defined in Rule 13a-15(f) of the Exchange Act) that complies with the requirements of the Exchange Act and has been designed by Group, Inc.’s principal executive officer and principal financial officer, or under their supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP. Group, Inc.’s internal control over financial reporting is effective and Group, Inc. is not aware of any material weaknesses in its internal control over financial reporting;

Working Facilities. During the Term, the Company shall furnish Executive with an office, staffing and administrative support and such other facilities and services suitable to Executive’s position with the Company and adequate for the performance of Executive’s duties hereunder, which will be reviewed and provided based on the Company’s needs.

So long as no Event of Default under [Subsection 9.1(a) or (f)])] exists or would arise therefrom, the Borrower Representative shall have the right (on behalf of # the applicable Borrower(s) with respect to an increase to the Term Loans of an Existing Term Tranche or # a Borrower or a Restricted Subsidiary that shall become a Borrower in accordance with the terms hereof) at any time and from time to time after the Closing Date, # to request new term loan commitments under one or more new term loan credit facilities to be included in this Agreement (the “Incremental Term Loan Commitments”) and # to increase the Term Loans of any Existing Term Tranche by requesting new term loan commitments to be added to such Existing Term Tranche (the “Supplemental Term Loan Commitments” and, together with the Incremental Term Loan Commitments, the “Incremental Commitments”), provided that, # the aggregate amount of Incremental Commitments established pursuant to this [Subsection 2.8] shall not exceed, at the time the respective Incremental Commitment becomes effective (and after giving effect to the Incurrence of Indebtedness in connection therewith and, if applicable, the application of proceeds of any such Indebtedness to refinancing such other Indebtedness), an amount the Dollar Equivalent of which could then be Incurred under this Agreement in compliance with [Subsection 8.1(b)(i), (ii)])] if any portion of an Incremental Commitment is to be incurred in reliance on clause (iii) of the definition of “Maximum Incremental Facilities Amount”, the Borrower Representative shall have delivered a certificate to the Administrative Agent, certifying compliance with the financial test set forth in such clause (together with calculations demonstrating compliance with such test), # if any portion of an Incremental Commitment is to be incurred in reliance on clause (i) or (ii) of the definition of “Maximum Incremental Facilities Amount,” the Borrower Representative shall have delivered a certificate to the Administrative Agent, certifying the amount of the available basket in such clause to be used for the incurrence of such Incremental Commitment, # the applicable Borrower may elect to use clause (iii) of the “Maximum Incremental Facilities Amount” prior to clause (i) and/or # thereof, and if both clause (i) and/or clause (ii), on the one hand, and clause (iii) are available and the Borrower Representative does not make an election, the Borrower Representative will be deemed to have elected clause (iii) and (v) any portion of an Incremental Commitment incurred under the Maximum Incremental Facilities Amount may be reclassified as incurred under clause (iii) if Holdings meets the applicable leverage or coverage ratio under clause (iii) at any time subsequent to the incurrence of such Incremental Commitment). Any loans made in respect of any such Incremental Commitment (other than Supplemental Term Loan Commitments) shall be made by creating a new Tranche. Each Incremental Commitment made available pursuant to this [Subsection 2.8] shall be in a minimum aggregate amount of at least $15,000,000 and in integral multiples of $5,000,000 in excess thereof (or in such lower minimum amounts or multiples as agreed to by the Administrative Agent in its reasonable discretion).

Work Facilities. The Associate shall be provided with such other facilities and services as are suitable to the Associate's position and appropriate for the performance of his or her duties.

Incremental Facilities. (i) The Company may from time to time, by written notice to the Administrative Agent request # an increase in the Commitments (including in connection with the creation of a tranche of the Commitments to be made available to a Borrowing Subsidiary for which tax or legal considerations would render such a tranche necessary or advisable) (each an “Incremental Revolving Credit Facility”) and # the creation of one or more new term loan facilities (each an “Incremental Term Facility” and, together with any Incremental Revolving Credit Facility, an “Incremental Facility”); provided, that any such request for an Incremental Facility shall be in a minimum amount of US$25,000,000 and, after giving effect to

NAB will confirm, in writing, the initial Farmer's Choice Facilities (if not set out in the Details).

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