Effects of Substitution Sample Clauses

Effects of Substitution. On the Substitution Date: (a) the Replacement Borrower shall accede to this Agreement as joint and several Borrower and become liable for the obligations of the Initial Borrower it replaced, including, for the avoidance of doubt, maintaining the then outstanding amount under the respective Tranche and repayment profile, which will continue unchanged (save as a result of paragraph (b)(vi) of Clause 6.1); (b) the Initial Borrower (being replaced) shall be released from its obligations under each Finance Document (other than the Hedging Agreements, which transactions thereunder shall, unless otherwise agreed between the Borrowers and the applicable Swap Provider, be terminated at the Initial Borrower's cost), as a Borrower and shall cease to be a Party to this Agreement; (i) all references to the terms "Borrowers", "Borrower", "Obligors" or "Obligor" shall include the Replacement Borrower; and (ii) all references to the terms "Collateral Vessel" or "Collateral Vessels" shall include the Substitution Vessel, however, for the avoidance of doubt, any release of obligations and/or related Security will not be completed until corresponding obligations have been assumed and Security has been established by the Replacement Borrower; (c) the Facility Agent shall notify the other Parties, substantially in the form set out in Schedule 8 (Form of Substitution Confirmation Letter) confirming the occurrence of a Substitution Date, promptly upon being satisfied that: (i) it has received (in form and substance satisfactory to it) all the documents and other evidence listed in paragraph (b) of Clause 6.1 (Substitution) above; and
Sample 1
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Effects of Substitution. If the JDC determines to make the [**] Substitution, then the Parties will, for a period of [**] following the date of the [**] Substitution, negotiate the [**] with respect to replacing the Licensed [**] Products for [**]. If the Parties agree on such [**] and enter into a new agreement or an amendment of this Agreement within such [**] period (the date of such agreement, the “Licensed [**] Products Substitution Date”), then: [**].
Sample 1
Effects of Substitution. To the extent that they are expressed to be the subject of the substitution in the Substitution Certificate: (i) the Existing Lender and the other Parties (the "existing Parties") will be released from their obligations to each other (the "discharged obligations"); (ii) the New Lender and the existing Parties will assume obligations towards each other which differ from the discharged obligations insofar as they are owed to or assumed by the New Lender instead of the Existing Lender; (iii) the rights of the Existing Lender against the existing Parties and vice versa (the "discharged rights") will be cancelled; and (iv) the New Lender and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Lender instead of the Existing Lender, all on the date of signing of the Substitution Certificate by the Agent or, if later, the date specified in the Substitution Certificate.
Sample 1
Effects of Substitution. To the extent that they are expressed to be the subject of the substitution in the Substitution Certificate: (i) the Existing Lender and the other Parties (the "existing Parties") will be released from their obligations to each other (the "discharged obligations"); (ii) the New Lender and the existing Parties will assume obligations towards each other which differ from the discharged obligations insofar as they are owed to or assumed by the New Lender instead of the Existing Lender; (iii) the rights of the Existing Lender against the existing Parties and vice versa (the "discharged rights") will be cancelled; and
Sample 1
Effects of Substitution. Upon the substitution, each reference to the Issuer in these Terms and Conditions shall from then on be deemed to be a reference to the New Issuer and any reference to the country in which the Issuer has its registered office, domicile or residency for tax purposes, as relevant, shall from then on be deemed to be a reference to the country in which the New Issuer has its registered office, domicile or residency for tax purposes, as relevant.
Sample 1

Related to Effects of Substitution

  • Substitution of Collateral A Fund may substitute securities for any securities identified as Collateral by delivery to the Custodian of a Pledge Certificate executed by such Fund on behalf of the applicable Portfolio, indicating the securities pledged as Collateral.

  • Adjustments for Reclassification, Exchange or Substitution If the Common Stock issuable upon conversion of this Note at any time or from time to time after the Issuance Date shall be changed to the same or different number of shares of any class or classes of stock, whether by reclassification, exchange, substitution or otherwise (other than by way of a stock split or combination of shares or stock dividends provided for in Sections 3.6(a)(i), (ii) and (iii), or a reorganization, merger, consolidation, or sale of assets provided for in Section 3.6(a)(v)), then, and in each event, an appropriate revision to the Conversion Price shall be made and provisions shall be made (by adjustments of the Conversion Price or otherwise) so that the Holder shall have the right thereafter to convert this Note into the kind and amount of shares of stock and other securities receivable upon reclassification, exchange, substitution or other change, by holders of the number of shares of Common Stock into which such Note might have been converted immediately prior to such reclassification, exchange, substitution or other change, all subject to further adjustment as provided herein.

  • SALE/PURCHASE OF ADDITIONAL LOANS AND SUBSTITUTION OF SUBSTITUTED LOANS (A) Requirements Relating to Additional Loans From time to time during the Supplemental Purchase Period, SLM ECFC may, but shall not be obligated to, sell Eligible Loans to Funding, and Funding may (but only to the extent that the Eligible Loans are contemporaneously sold to the Eligible Lender Trustee on behalf of the Trust in accordance with the Sale Agreement and the related Additional Sale Agreement) purchase such Additional Loans from SLM ECFC at the related Additional Loans Purchase Price set forth in the related Additional Purchase Agreement. In addition, at any time, SLM ECFC may transfer Substituted Loans to Funding in satisfaction of any Loan repurchase obligations hereunder. The sale and purchase (or substitution) of Additional Loans (or Substituted Loans) pursuant to an Additional Purchase Agreement shall be consummated as set forth in this Section 3.2.

  • Valuation of Collateral Securities Intermediary shall provide view only access to its systems to Secured Party for the purpose of communicating data as to the Reserve Account as of that date.

  • Removal of Collateral Grantor shall keep the Collateral (or to the extent the Collateral consists of intangible property such as accounts, the records concerning the Collateral) at Grantor's address shown above, or at such other locations as are acceptable to Lender. Except in the ordinary course of its business, including the sales of inventory, Grantor shall not remove the Collateral from its existing locations without the prior written consent of Lender. To the extent that the Collateral consists of vehicles, or other titled property, Grantor shall not take or permit any action which would require application for certificates of title for the vehicles outside the State of California, without the prior written consent of Lender.

  • Certification of Adjustments Whenever an adjustment is made as provided in Sections 11 and 13 hereof, the Company shall (a) promptly prepare a certificate signed by its Chief Executive Officer, its President or any Vice President and by the Treasurer or any Assistant Treasurer or the Secretary or any Assistant Secretary of the Company setting forth such adjustment and a brief statement of the facts giving rise to such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Preferred Stock and the Common Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common Stock) in accordance with Section 26 hereof. Notwithstanding the foregoing sentence, the failure of the Company to give such notice shall not affect the validity of or the force or effect of or the requirement for such adjustment. The Rights Agent shall be fully protected in relying on any certificate prepared by the Company pursuant to Sections 11 and 13 and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate. Any adjustment to be made pursuant to Sections 11 and 13 of this Rights Agreement shall be effective as of the date of the event giving rise to such adjustment.

  • Location of Collateral All tangible items of Collateral, other than Inventory in transit, shall at all times be kept by Borrowers at the business locations set forth in Schedule 8.6.1, except that Borrowers may (a) make sales or other dispositions of Collateral in accordance with Section 10.2.6; and (b) move Collateral to another location in the United States, upon 30 Business Days prior written notice to Agent.

  • Internal Substitution A. An employee required to substitute in a lower-paying job classification shall be paid at the rate of pay established for the employee’s regular position. An employee required to substitute in a higher-paying job classification for ten (10) or more consecutive work days shall be paid at the higher rate of pay, retroactive to the first day of substitute duties. B. If a full-time teaching assistant substitute teaches for a full day, they will be compensated for that day at either their normal daily rate or at the daily exclusive substitute rate, whichever is higher. If a full-time teaching assistant works as a teaching assistant for one half (0.5) of the day and substitute teaches the other half (0.5), they will receive one half-day of Aide pay. The other half-day of substituting will be paid at either their hourly rate, or the half-day exclusive substitute rate, whichever is higher. If a part-time teaching assistant substitute teaches internally for a full day, they will be compensated for that day at either their normal hourly rate (calculated at 6.5 hours) or the daily exclusive substitute rate, whichever is higher. If a part-time teaching assistant substitute teaches one half-day (0.5), in addition to working their regularly scheduled work day, they will receive their regular daily teaching assistant pay. In addition, they will be compensated for the other half (0.5) day substitute teaching at either their regular hourly rate, or the half-day exclusive substitute rate, whichever is higher. Full and part-time teaching assistants that substitute teach for two (2) or less hours will be compensated at the rate of 20% of the then applicable substitute teacher rate, per hour, pro- rated.

  • Notification of Adjustments With respect to each Adjustable Rate Mortgage Loan, the Servicer shall adjust the Mortgage Interest Rate on the related interest rate adjustment date and shall adjust the Monthly Payment on the related mortgage payment adjustment date, if applicable, in compliance with the requirements of applicable law and the related Mortgage and Mortgage Note. The Servicer shall execute and deliver any and all necessary notices required under applicable law and the terms of the related Mortgage Note and Mortgage regarding the Mortgage Interest Rate and Monthly Payment adjustments. The Servicer shall promptly, upon written request therefor, deliver to the Master Servicer such notifications and any additional applicable data regarding such adjustments and the methods used to calculate and implement such adjustments. Upon the discovery by the Servicer or the receipt of notice from the Master Servicer that the Servicer has failed to adjust a Mortgage Interest Rate or Monthly Payment in accordance with the terms of the related Mortgage Note, the Servicer shall immediately deposit in the Custodial Account from its own funds the amount of any interest loss or deferral caused thereby.

  • Prohibition of Fundamental Changes The Borrower will not, nor will it permit any of its Material Subsidiaries to, enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution). The Borrower will not amend its articles of incorporation, including, without limitation, by way of reincorporation in another jurisdiction, or its by-laws, in either case in any manner which could have a material adverse effect on the rights of, or remedies or benefits available to, the Administrative Agent and the Lenders under this Agreement. The Borrower will not, nor will it permit any of its Material Subsidiaries to, without the consent of the Required Lenders (such consent not to be unreasonably withheld), convey, sell, lease, transfer or otherwise dispose of, in one transaction or a series of transactions, all or any material part of its business or property, whether now owned or hereafter acquired. Notwithstanding the foregoing provisions of this Section 5.04: (a) any Material Subsidiary of the Borrower may be merged or consolidated with or into: (i) the Borrower, if the Borrower shall be the continuing or surviving corporation or (ii) any other Wholly-Owned Subsidiary of the Borrower, provided that the Wholly-Owned Subsidiary shall be the continuing or surviving corporation; and, provided, further, that, in each case, after giving effect thereto, no Default would exist hereunder; (b) any Material Subsidiary may sell, lease, transfer or otherwise dispose of any or all of its property (upon voluntary liquidation or otherwise) to the Borrower or a Wholly-Owned Subsidiary of the Borrower; (c) the Borrower may merge or consolidate with or into any other Person if the Borrower is the continuing or surviving corporation and after giving effect thereto no Default would exist hereunder; and (d) the Borrower or any Material Subsidiary may implement a Permitted Receivables Financing and, solely as part of such program, may sell or subject to lien not more than $100,000,000 of its assets in the aggregate.

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