Permitted Refinancing. So long as the Lender benefits from this Guarantee:
(a) unless the Guarantor shall have consented in its sole discretion, the Lender and the Agent shall not enter into any Refinancing other than a Permitted Refinancing;
(b) in connection with any Permitted Refinancing, to the extent the Sponsor proposes any amendments to currently effective Series Securitization Documents, the Guarantor agrees to reasonably negotiate Refinancing Documents that reflect the terms and conditions of such Permitted Refinancing, including, but not limited to, changes to the Borrower Priority of Payments that relate to payments that are subordinated to DOE Reimbursable Amounts (or immaterial to items that are senior in payment of any DOE Reimbursable Amounts) and/or that relate to any other amounts payable to the Guarantor, or to reflect market changes to payment terms and reserves, as well as any changes to the Equipment Replacement Reserve Deposit and the Equipment Replacement Reserve Required Balance;
(c) in connection with any Permitted Refinancing, the Guarantor agrees to reasonably cooperate and participate in review, preparation, furnishing of relevant information relating to itself or the Project and drafting of any Marketing Materials;
(d) if the Sponsor reasonably requests that the Guarantor be present (in person or remotely) on a reasonable basis at customary rating agencies meetings or other marketing activities related to any Permitted Refinancing, the Guarantor shall be present at such customary rating agencies meetings or other marketing activities, as applicable, in the Guarantor’s capacity in respect of the Project;
(e) so long as the Sponsor and/or its Affiliates own, directly or indirectly, the equity interests of the Eligible Lender following any Balance Sheet Refinancing, such equity interests may not, in whole or in part, be pledged, transferred or encumbered (synthetically or otherwise) other than pursuant to a Permitted Refinancing; and
(f) in connection with any proposed Refinancing, by or before the proposed closing date thereof, the Guarantor shall have received a certificate of the Sponsor to the effect that such Refinancing is a Permitted Refinancing.
Permitted Refinancing. Each Junior Lender will not modify the provisions of its respective Junior Loan Agreement with respect to permitted refinancing of the Senior Loan without Senior Lender’s prior written consent (which consent shall not be unreasonably withheld or delayed) or with respect to permitted refinancing of any Senior Junior Loan without the applicable Senior Junior Lender’s prior written consent, not to be unreasonably withheld or delayed.
Permitted Refinancing. Notwithstanding any other term of this Agreement, it is agreed that, in the event the Liabilities are amended, restated, refinanced, replaced or restructured in whole or in part (a “New Financing”), then any Transaction Security may be reconstituted, amended or replaced with Security (“New Security”) on substantially the same terms as the Transaction Security in force immediately prior to the New Financing.
Permitted Refinancing. A refinancing, extension, replacement, amendment, amendment and restatement, modification, supplement, renewal or restructuring of the OpCo Indebtedness with the proceeds of Permitted Refinancing Indebtedness.
Permitted Refinancing. An assignment by the Issuer, subject to satisfaction of Section 2.1(c), either (i) to a third party unaffiliated with the Servicer or (ii) to a special purpose, bankruptcy-remote entity, of all the Receivables attributable to one or more Designated Servicing Agreements, as a result of which assignment the assignee pays to the Issuer 100% of the Receivable Balances with respect to such Receivables; provided, that in the case of any special purpose entity, an opinion of external legal counsel, reasonably satisfactory to the Administrative Agent, to the effect that the assignee would not be substantively consolidated with HLSS or any Affiliate of HLSS, shall have been delivered to the Administrative Agent.
Permitted Refinancing. (i) the Facility constitutes a Permitted Refinancing under the refinancing letter agreement dated 19 June 2009 between the Borrower, the Corporate Shareholder, Far East Energy and TPG and (ii) the Share Mortgage (MIEH) constitutes an encumbrance over the shares of the Corporate Shareholder pursuant to the Standard Bank Facility (as defined in the Second Amended and Restated Articles of Association of the Corporate Shareholder dated 9 July 2009) and falls within the exemption under Article 10(e)(ii) of the Second Amended and Restated Articles of Association of the Corporate Shareholder dated 9 July 2009;
Permitted Refinancing. Documents" the agreements or documents (including, if applicable, the relevant provisions of the BIC2 MOI) giving rise to or regulating the Permitted Refinancing and identified as such for purposes of this Agreement by MTN in writing;
Permitted Refinancing. An assignment by the Issuer, subject to satisfaction of Section 2.1(c), either (i) to a third party unaffiliated with the Servicer or (ii) to a special purpose, bankruptcy-remote entity, of one or more Receivables related to the Mortgage Loans attributable to one or more Designated Pools, as a result of which assignment the assignee pays to the Issuer 100% of the Receivable Balances with respect to such Receivables; provided, that in the case of any special purpose entity, if requested by the Administrative Agent or, for so long as the Series 2018-VF1 Variable Notes (as defined in the related Indenture Supplement) are Outstanding, any Initial VFN Noteholder, an opinion of external legal counsel, reasonably satisfactory to the Administrative Agent, to the effect that the Issuer would not be substantively consolidated with Ditech or any non-special purpose entity Affiliate of Ditech involved in the transactions contemplated herein, shall have been delivered to the Administrative Agent.
Permitted Refinancing it being understood that the Loan Parties shall have the right to cause such Permitted Refinancing to be secured and guaranteed in a manner and on terms that are identical in all material respects to the manner in which and the terms on which the Debt under the First Lien Loan Documents (and/or the Second Lien Loan Documents, as applicable) is secured and guaranteed immediately prior to the consummation of such Permitted Refinancing. Effective as of the consummation of such Permitted Refinancing, the Permitted Refinancing lenders shall replace the lenders under the First Lien Loan Documents (and/or the Second Lien Loan Documents, as applicable) as parties to the Third Lien Intercreditor and Subordination Agreement, provided, that (A) there shall be no changes to the provisions of the Third Lien Intercreditor and Subordination Agreement that would adversely affect the rights and obligations thereunder of the Lenders and (B) the Permitted Refinancing documents shall not modify, or prohibit the Borrower from complying with, the provisions of their Agreement with respect to the final maturity date of this Facility.
Permitted Refinancing. Indebtedness Incurred in exchange for, or the net proceeds of which are used to refund, refinance or replace, Indebtedness (other than intercompany Indebtedness) that was permitted by this Indenture to be Incurred under the provisions of Sections 4.08(a), (b) or (c) or clauses (7), (8), (14), (15), (16), (20) or (21) of this Section 4.08(d);
