Common use of Luxembourg Terms Clause in Contracts

Luxembourg Terms. Where it relates to a Luxembourg entity and unless the contrary intention appears, a reference to: (a) a liquidator, trustee in bankruptcy, judicial custodian, compulsory manager, receiver, administrator receiver, administrator or similar officer includes any: (i) juge-commissaire or insolvency receiver (curateur) appointed under the Luxembourg Commercial Code; (ii) liquidateur appointed under Articles 1100-1 to 1100-15 (inclusive) of the Luxembourg act dated August 10, 1915 on commercial companies, as amended; (iii) juge-commissaire or liquidateur appointed under Article 1200-1 of the Luxembourg act dated August 10, 1915 on commercial companies, as amended; (iv) commissaire appointed under the Grand-Ducal decree of May 24, 1935 on the controlled management regime or under Articles 593 to 614 (inclusive) of the Luxembourg Commercial Code; and (v) juge délégué appointed under the Luxembourg act of April 14, 1886 on the composition with creditors, as amended; (b) a winding-up, administration or dissolution includes, without limitation, bankruptcy (faillite) within the meaning of Articles 437 ff. of the Luxembourg Commercial Code or any other insolvency proceedings pursuant to the Council Regulation (EC) N° 2015/848 of May 20, 2015 on insolvency proceedings, liquidation, composition with creditors (concordat préventif de la faillite) within the meaning of the law of April 14, 1886 on arrangements to prevent insolvency, moratorium or reprieve from payment (sursis de paiement) within the meaning of Articles 593 ff. of the Luxembourg Commercial Code and controlled management (gestion contrôlée) within the meaning of the grand ducal regulation of May 24, 1935 on controlled management; (c) a person being unable to pay its debts or suspending or threatening to suspend making payments on any of its debts includes that person being in a state of cessation of payments (cessation de paiements) and having lost its commercial creditworthiness (ébranlement de crédit); (d) by-laws or constitutional documents include up-to-date (restated) articles of association; and (e) a director, officer or manager includes a gérant or an administrateur.

Luxembourg Terms. Where Notwithstanding any other provision of this Agreement to the contrary, in this Agreement where it relates to a Luxembourg entity and unless the contrary intention appearsBorrower, a reference to: : (a) a liquidator, trustee in bankruptcyreceiver, judicial conservator, trustee, administrator, custodian, assignee for the benefit of creditors, compulsory manager, receiver, administrator receiver, administrator manager or other similar officer includes any: a (i) juge-commissaire or and/or insolvency receiver (curateur) appointed under the Luxembourg Commercial Code; , (ii) liquidateur appointed under Articles 1100-1 to 1100-15 (inclusive) of the Luxembourg act dated August 10Companies Act, 1915 on commercial companies, as amended; (iii) juge-commissaire or and/or liquidateur appointed under Article 1200-1 of the Luxembourg act dated August 10Companies Act, 1915 on commercial companies, as amended; (iv) commissaire appointed under the Grand-Ducal decree of 24 May 24, 1935 on the controlled management regime or under Articles 593 to 614 (inclusive) of the Luxembourg Commercial Code; and , and (v) juge judge délégué appointed under the Luxembourg act of 14 April 14, 1886 on the composition with creditorsto avoid bankruptcy, as amended; ; (b) a winding-upliquidation, administration bankruptcy, insolvency, reorganization, moratorium or dissolution includes, without limitation, any similar proceeding shall include (i) insolvency/bankruptcy (faillite) within the meaning of Articles 437 ff. of the Luxembourg Commercial Code or any other insolvency proceedings pursuant to Code, (ii) controlled management (gestion contrôlée) within the Council Regulation meaning of the grand ducal regulation of 24 May 1935 on controlled management, (ECiii) N° 2015/848 of May 20, 2015 on insolvency proceedings, liquidation, composition voluntary arrangement with creditors (concordat préventif de la faillite) within the meaning of the law of 14 April 14, 1886 on arrangements to prevent insolvency, moratorium or reprieve from payment as amended, (iv) suspension of payments (sursis de paiement) within the meaning of Articles 593 ff. of the Luxembourg Commercial Code Code, or (v) voluntary or compulsory winding-up pursuant to the Luxembourg Companies Act; (c) a guarantee includes if so expressed any guarantee which is independent from the debt to which it relates and controlled management excludes in that case any suretyship (gestion contrôléecautionnement) within the meaning of articles 2011 and seq. of the grand ducal regulation Luxembourg civil code; (d) a lien, security or security interest includes any hypothèque, nantissement, gage, privilège, sûreté réelle, droit de rétention, and any type of May 24, 1935 on controlled management; security in rem (csûreté réelle) or agreement or arrangement having a similar effect and any transfer of title by way of security; (e) a person being unable to pay its debts or suspending or threatening to suspend making payments on any of its debts includes that person being in a state of cessation of payments (cessation de paiements) and having lost or meeting the criteria to lose its commercial creditworthiness (ébranlement de crédit); ; (df) attachments or similar creditors process means an executory attachment (saisie exécutoire) or conservatory attachment (saisie arrêt); (g) a set-off includes, for purposes of Luxembourg law, legal set-off; (h) by-laws or constitutional documents include includes up-to-date (restated) articles of associationassociation (status coordonnés); and and (e) i)a director or a director, officer or manager includes an administrateur and a gérant or an administrateurgérant.

Luxembourg Terms. Where it relates to a Luxembourg entity and unless the contrary intention appears, a reference to: (a) a liquidator, trustee in bankruptcy, judicial custodian, compulsory manager, receiver, administrator receiver, administrator or similar officer includes any: (i) juge-commissaire or insolvency receiver (curateur) appointed under the Luxembourg Commercial Code; (ii) liquidateur appointed under Articles 1100-1 141 to 1100-15 151 (inclusive) of the Luxembourg act dated 10 August 10, 1915 on commercial companies, as amended; (iii) juge-commissaire or liquidateur appointed under Article 1200-1 203 of the Luxembourg act dated 10 August 10, 1915 on commercial companies, as amended; (iv) commissaire appointed under the Grand-Ducal decree of 24 May 24, 1935 on the controlled management regime or under Articles 593 to 614 (inclusive) of the Luxembourg Commercial Code; and (v) juge délégué appointed under the Luxembourg act of 14 April 14, 1886 on the composition with creditors, as amended; (b) a winding-up, administration or dissolution includes, without limitation, bankruptcy (faillite) within the meaning of Articles 437 ff. of the Luxembourg Commercial Code or any other insolvency proceedings pursuant to the Council Regulation (EC) N° 2015/848 1346/2000 of 29 May 20, 2015 2000 on insolvency proceedings, liquidation, composition with creditors (concordat préventif de la faillite) within the meaning of the law of 14 April 14, 1886 on arrangements to prevent insolvency, moratorium or reprieve from payment (sursis de paiement) within the meaning of Articles 593 ff. of the Luxembourg Commercial Code and controlled management (gestion contrôlée) within the meaning of the grand ducal regulation of 24 May 24, 1935 on controlled management; (c) a person being unable to pay its debts or suspending or threatening to suspend making payments on any of its debts includes that person being in a state of cessation of payments (cessation de paiements) and having lost its commercial creditworthiness (ébranlement de crédit); (d) by-laws or constitutional documents include up-to-date (restated) articles of association; and (e) a director, officer or manager includes a gérant or an administrateur.

Luxembourg Terms. Where it relates to a Luxembourg entity and unless the contrary intention appears, a reference to:to:‌‌ (a) a liquidator, trustee in bankruptcy, judicial custodian, compulsory manager, receiver, administrator receiver, administrator or similar officer includes any: (i) juge-commissaire or insolvency receiver (curateur) appointed under the Luxembourg Commercial Code;Code;‌ (ii) liquidateur appointed under Articles 1100-1 to 1100-15 (inclusive) of the Luxembourg act dated 10 August 10, 1915 on commercial companies, as amended; (iii) juge-commissaire or liquidateur appointed under Article 1200-1 of the Luxembourg act dated 10 August 10, 1915 on commercial companies, as amended; (iv) commissaire appointed under the Grand-Ducal decree of 24 May 24, 1935 on the controlled management regime or under Articles 593 to 614 (inclusive) of the Luxembourg Commercial Code; and (v) juge délégué appointed under the Luxembourg act of 14 April 14, 1886 on the composition with creditors, as amended; (b) a winding-up, administration or dissolution includes, without limitation, bankruptcy (faillite) within the meaning of Articles 437 ff. of the Luxembourg Commercial Code or any other insolvency proceedings pursuant to the Council Regulation (EC) N° 2015/848 of 20 May 20, 2015 on insolvency proceedings, liquidation, composition with creditors (concordat préventif de la faillite) within the meaning of the law of 14 April 14, 1886 on arrangements to prevent insolvency, moratorium or reprieve from payment (sursis de paiement) within the meaning of Articles 593 ff. of the Luxembourg Commercial Code and controlled management (gestion contrôlée) within the meaning of the grand ducal regulation of 24 May 24, 1935 on controlled management;management;‌ (c) a person being unable to pay its debts or suspending or threatening to suspend making payments on any of its debts includes that person being in a state of cessation of payments (cessation de paiements) and having lost its commercial creditworthiness (ébranlement de crédit); (d) by-laws or constitutional documents include up-to-date (restated) articles of association; and (e) a director, officer or manager includes a gérant or an administrateur.