Designated Events Clause Samples

The 'Designated Events' clause defines specific occurrences or circumstances that trigger certain rights, obligations, or consequences under an agreement. Typically, these events might include things like a change of control, bankruptcy, or a material breach, and the clause will outline what actions the parties may take if such an event occurs. Its core practical function is to provide clarity and predictability by pre-establishing what constitutes a significant event and how the parties should respond, thereby reducing uncertainty and potential disputes.
Designated Events. If the Subservicing Agreement has been terminated following a Designated Event, Seller and Purchaser shall cooperate in good faith to comply with the Transfer Out Procedures (as defined in the Subservicing Agreement) set forth in Exhibit P-1 and Exhibit P-2 of the Subservicing Agreement and transfer servicing in accordance with industry standard transfer procedures. and (ii) Purchaser shall use commercially reasonable efforts to require any successor servicer or subservicer to comply with the Transfer Out Procedures set forth in Exhibit P-1 and Exhibit P-2 of the Subservicing Agreement and transfer servicing in accordance with industry standard transfer procedures. In addition, Purchaser shall not utilize any successor servicer or subservicer unless such successor servicer or subservicer has been approved by and is in good standing with ▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇ Mac and each applicable State Agency.
Designated Events. A "Change of Control" (as such term is defined in the Indenture) shall occur.
Designated Events. (a) For the purpose of this Interest/Principal Guaranty, the term "Designated Event" shall mean an event or series of events as a result of which:
Designated Events. Each of the following is a Designated Event (whether or not it is in the control of any Relevant Company). (i) to pay an amount payable by it under a Transaction Document when due; (ii) to comply with any of its obligations under Clause 20.4; (iii) to comply with any of its other obligations under a Transaction Document and, if in the opinion of the Agent that failure can be remedied within 10 Business Days, does not remedy the failure within that period; or (iv) to satisfy within the time stipulated anything which the Agent made a condition of its waiving compliance with a condition precedent or undertaking in a Transaction Document. (b) (MISREPRESENTATION) A representation, warranty or statement by or on behalf of a Relevant Company in a Transaction Document, or in a document provided under or in connection with a Transaction Document, is not true or is misleading when made or repeated and that has a Material Adverse Effect. (c) (CROSS DEFAULT) (i) Financial Indebtedness of a Relevant Company aggregating to at least A$100.000 or its equivalent: (A) is not paid when due (or within an applicable grace period); or (B) becomes due and payable or capable of being declared due and payable before its stated maturity or expiry; or (ii) a facility or obligation granted or owed by a person to a Relevant Company to provide financial accommodation or to acquire or underwrite Financial Indebtedness aggregating to at least A$100,000 or its equivalent is prematurely terminated; or (iii) an event of default as defined in another Transaction Document occurs. For the purpose of this paragraph, if a person is required to provide cash cover for Financial Indebtedness as a result of an actual, likely or threatened default or an event of default or termination, cancellation, special prepayment or similar event, whatever called, that Financial Indebtedness will be taken to be due and payable. Sub-paragraphs (i)(B) and (ii) will not apply if a Relevant Company exercises an optional right of prepayment or termination in the absence of actual, likely or threatened default or an event of default or termination, cancellation, special prepayment or similar event, whatever called. (d) (ADMINISTRATION, WINDING UP, ARRANGEMENTS, INSOLVENCY ETC.) (i) An administrator of a Relevant Company is appointed. (ii) Except for the purpose of a solvent reconstruction or amalgamation previously approved by the Agent: (A) an application or an order is made, proceedings are commenced, a resolution i...
Designated Events. Any meeting or other activity where the Registrar judges that the identity of the speaker and/or the subject matter of his or her speech will be regarded as controversial, such that there is a real likelihood that the speaker or participants may not be able to enter or leave the building safely and/or deliver his or her speech, will be classified by the Registrar or (in each of clauses 22-29) his Appointed Officer as a Designated Event.
Designated Events. Each of the following is a "Designated Event":
Designated Events. In the event that a Designated Event shall occur, the Company will give written notice (a “Designated Event Notice”) of such fact not more than 5 days after any such Designated Event to all holders of the Notes. The Designated Event Notice shall (i) describe the facts and circumstances of the Designated Event in reasonable detail, (ii) set forth in reasonable detail the computation of the Debt Ratio determined as of the date of the occurrence of the Designated Event, and (iii) refer to this Section 2.10 and state that the holders may acquire the right to require the Company to purchase all of the Notes held by such holder and that the Company may be obligated to adjust the interest rate borne by the Notes if the terms and conditions provided for herein are satisfied.
Designated Events. 49 21.2 Consequences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 54 21.3 Cash cover for Letters of Credit and Bills . . . . . . . . . . . . . . . . . . . . . . . 54 21.4 Technical default in payment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 55 22. GUARANTEE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 55 22.1 Guarantee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 55

Related to Designated Events

  • Additional Disruption Events Change in Law: Applicable; provided that Section 12.9(a)(ii) of the Equity Definitions is hereby amended by adding the words “(including, for the avoidance of doubt and without limitation, adoption or promulgation of new regulations authorized or mandated by existing statute)” after the word “regulation” in the second line thereof.

  • Termination Events If the Early Termination Date results from a Termination Event:—

  • Triggering Events The events referred to in Sections 3(f) and 5(a) hereof are as follows:

  • Trigger Events The Employee shall be entitled to collect the severance benefits set forth in Subsection (b) hereof in the event that either (i) the Employee voluntarily terminates employment for any reason within the 30-day period beginning on the date of a Change in Control, (ii) the Employee voluntarily terminates employment within 90 days of an event that both occurs during the Protected Period and constitutes Good Reason, or (iii) the Bank or the Company or their successor(s) in interest terminate the Employee's employment without his written consent and for any reason other than Just Cause during the Protected Period.

  • Adjustments Upon Specified Events Upon the occurrence of certain events relating to the Corporation’s stock contemplated by Section 7.1 of the Plan (including, without limitation, an extraordinary cash dividend on such stock), the Administrator shall make adjustments in accordance with such section in the number of Stock Units then outstanding and the number and kind of securities that may be issued in respect of the Award. No such adjustment shall be made with respect to any ordinary cash dividend for which dividend equivalents are credited pursuant to Section 5(b).