We use cookies on our site to analyze traffic, enhance your experience, and provide you with tailored content.

For more information visit our privacy policy.

Reinstatement Event Sample Clauses

Reinstatement Event. If a Reinstatement Event occurs, the Operator must provide the Commonwealth with either: a notice that the Operator elects to reinstate the Facility (Election to Reinstate), including the Operator’s proposed plan to reinstate the Project to the condition it was in immediately prior to the Reinstatement Event and applying Good Industry Practice as soon as reasonably practicable (including a reasonable period of contingency) after that Reinstatement Event occurs (Proposed Reinstatement Plan); or a notice that the Operator elects to not reinstate the Facility, provided that if the Operator does not provide an Election to Reinstate by the date that is 6 months after the occurrence of the Reinstatement Event (or any such longer period agreed by both parties, acting reasonably), the Operator will be deemed to have elected to not reinstate the Facility. If the Commonwealth receives an Election to Reinstate: the Commonwealth must acting reasonably either: subject to clause 23.2(b), request any reasonable changes to the Proposed Reinstatement Plan; or approve the Proposed Reinstatement Plan, provided that: if the Commonwealth does not request any changes to the Proposed Reinstatement Plan within 6030 Business Days after receipt of the Election to Reinstate; the Operator provides a notice to the Commonwealth of that fact which includes an express warning that if the Commonwealth does not provide any comments on the Proposed Reinstatement Plan within a further 10 Business Days after receipt of that notice, the Commonwealth will be deemed to have approved the Proposed Reinstatement Plan; and the Commonwealth does not request any changes to the Proposed Reinstatement Plan within that further 10 Business Day period, the Commonwealth will be deemed to have approved the Proposed Reinstatement Plan at the end of that further 10 Business Day period; and if the Commonwealth acting reasonably requests any changes to the Proposed Reinstatement Plan in accordance with clause 23.2(a)(i), within 20 Business Days after receipt of: the Commonwealth’s request, the Operator must provide an amended Proposed Reinstatement Plan to the Commonwealth; and the Operator’s amended Proposed Reinstatement Plan, the Commonwealth must (acting reasonably) approve or reject the amended Proposed Reinstatement Plan. Without limitation, it will be unreasonable for the Commonwealth to request changes to the Proposed Reinstatement Plan where it: is prepared in accordance with the requirements of this Ag...
Sample 1
Reinstatement Event. If a Reinstatement Event occurs, the Operator must provide the Commonwealth with either: (a) a notice that the Operator elects to reinstate the Facility (Election to Reinstate), including the Operator’s proposed plan to reinstate the Project as soon as reasonably practicable after that Reinstatement Event occurs (Proposed Reinstatement Plan); or (b) a notice that the Operator elects to not reinstate the Facility, provided that if the Operator does not provide an Election to Reinstate by the date that is 6 months after the occurrence of the Reinstatement Event (or any such longer period agreed by both parties, acting reasonably), the Operator will be deemed to have elected to not reinstate the Facility.
Sample 1
Reinstatement Event. If at any time following the Closing Date, a Reinstatement Event (as defined below) occurs, then (a) all amounts that would have been due and owing from Gulfstream to RACC but for the operation of this Agreement (the “Unpaid Obligations”), including, but not limited to, the Past Due Rental Payments and any and all amounts relating to the return of the Mesa Aircraft that would have been payable but for the agreement to settle the Mesa Return Costs for $700,000, shall be reinstated in full and all of Gulfstream’s obligations under the Leases shall continue with the same force and effect, in such case with respect to the amount of the Unpaid Obligations as if this Agreement had never been executed and delivered and (b) the full amount of the Unpaid Obligations that, but for the operation of this Agreement, would have been payable by Gulfstream to RACC pursuant to the Leases after the Closing Date shall become immediately due and payable by Gulfstream, with interest at the applicable past due rate on such payments. For purposes of this Section 2.3, a “Reinstatement Event” is defined as one or more of the following: (x) a case shall have been commenced under Chapter 7 of the United States Bankruptcy Code (11 U.S.C. § 101 et seq.) (the “Bankruptcy Code”) with respect to Gulfstream; provided that, if such case is an involuntary case, such case shall not, within ninety (90) days, have been withdrawn, dismissed or converted to a case under Chapter 11 of the Bankruptcy Code; (y) following the commencement of (or conversion to) any case under Chapter 11 of the Bankruptcy Code with respect to Gulfstream, the rejection or attempted rejection of this Agreement by Gulfstream, Gulfstream as debtor-in-possession or any bankruptcy trustee or any challenge to this Agreement is filed in that proceeding by any other party or person; or (z) following the commencement of (or conversion to) any case under Chapter 11 of the Bankruptcy Code with respect to Gulfstream, Gulfstream, Gulfstream as debtor-in-possession, any bankruptcy trustee or any other party or person shall seek termination of or otherwise challenge the validity of this Agreement and/or challenge or seek to avoid the transactions or payments contemplated hereby, including, without limitation, attacking any of the transactions or payments hereunder as being preferential or involving or constituting fraudulent transfers.
Sample 1
Reinstatement Event. Notwithstanding the previous sentence, if at any time subsequent to a Fallaway Event, either (i) the aggregate Beneficial Ownership of the Hill Path Affiliates again equals or exceeds the Current Beneficial Ownership Percentage or (ii) the aggregate Economic Ownership Percentage of the Hill Path Affiliates, again equals or exceeds the Current Economic Ownership Percentage, then Section 3 [Voting Agreement] shall again, without further action, automatically be deemed to be amended to read in its entirety as follows in Section 2 below (a “Reinstatement Event”). For the avoidance of doubt, there may be multiple Fallaway Events and/or Reinstatement Events.
Sample 1
Reinstatement Event. 21 i. The Parties acknowledge and agree that the “Reinstatement Event” (as defined 22 in the DDA) conclusively, and unconditionally, occurred on August 26, 2011, 23 before the “Reinstatement Event Deadline” (as defined in the DDA). To that 24 end, the Parties further acknowledge and agree that neither DIR’s vacation of its 25 Coverage Determination, DIR’s vacation of the Decision, DLSE’s assignment of 26 all CWPAs and any judgments thereunder to ATS, the Parties’ settlement with 27 DLSE and/or DIR, nor the Parties’ withdrawal or dismissal of the Petition for 28 Writ of Mandate, have any effect whatsoever on the fact that the “Reinstatement 4 1 Event” (as defined in the DDA) conclusively, and unconditionally, occurred on 2 August 26, 2011, before the “Reinstatement Event Deadline” (as defined in the 3 DDA). Consequently, the Parties agree that the market rate loan provided by the 4 Agency to ATS (i.e., the “Mezzanine Loan” as defined in the DDA) was 5 converted, in accordance with the DDA, to a grant and is no longer owed to SA.
Sample 1

Related to Reinstatement Event

  • Not to Prevent Events of Default The failure to make a payment on account of principal of, premium, if any, or interest on the Notes by reason of any provision of this Article Ten will not be construed as preventing the occurrence of an Event of Default.

  • Subsequent Events If, at any time on or after an Applicable Time but prior to the related Settlement Date, any event occurs as a result of which the Registration Statement or Prospectus would include any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein in the light of the circumstances under which they were made or the circumstances then prevailing not misleading, the Company will (i) notify promptly the Manager so that any use of the Registration Statement or Prospectus may cease until such are amended or supplemented; (ii) amend or supplement the Registration Statement or Prospectus to correct such statement or omission; and (iii) supply any amendment or supplement to the Manager in such quantities as the Manager may reasonably request.

  • Adjustment Event If an adjustment event arises in respect of a taxable supply made by a supplier under the Agreement, the amount payable by the recipient under clause 20.3 will be recalculated to reflect the adjustment event and a payment will be made by the recipient to the supplier or by the supplier to the recipient as the case requires.

  • Not To Prevent Events of Default or Limit Right To Accelerate The failure to make a payment pursuant to the Securities by reason of any provision in this Article 10 shall not be construed as preventing the occurrence of a Default. Nothing in this Article 10 shall have any effect on the right of the Securityholders or the Trustee to accelerate the maturity of the Securities.

  • Adjustment Events In the event the General Partner (i) declares or pays a dividend on any Class of its outstanding REIT Shares in REIT Shares or makes a distribution to all holders of any Class of its outstanding REIT Shares in REIT Shares, (ii) subdivides any Class of its outstanding REIT Shares, or (iii) combines any Class of its outstanding REIT Shares into a smaller number of REIT Shares with respect to any Class of REIT Shares, then a corresponding adjustment to the number of outstanding Partnership Units of the applicable Class necessary to maintain the proportionate relationship between the number of outstanding Partnership Units of such Class to the number of outstanding REIT Shares of such Class shall automatically be made. Additionally, in the event that any other entity shall become General Partner pursuant to any merger, consolidation or combination of the General Partner with or into another entity (the “Successor Entity”), the number of outstanding Partnership Units of each Class shall be adjusted by multiplying such number by the number of shares of the Successor Entity into which one REIT Share of such Class is converted pursuant to such merger, consolidation or combination, determined as of the date of such merger, consolidation or combination. Any adjustment to the number of outstanding Partnership Units of any Class shall become effective immediately after the effective date of such event retroactive to the record date, if any, for such event; provided, however, that if the General Partner receives a Notice of Redemption after the record date, but prior to the effective date of such dividend, distribution, subdivision or combination, or such merger, consolidation or combination, the number of outstanding Partnership Units of any Class shall be determined as if the General Partner had received the Notice of Redemption immediately prior to the record date for such dividend, distribution, subdivision or combination or such merger, consolidation or combination. If the General Partner takes any other action affecting the REIT Shares other than actions specifically described above and, in the opinion of the General Partner such action would require an adjustment to the number of Partnership Units to maintain the proportionate relationship between the number of outstanding Partnership Units to the number of outstanding REIT Shares, the General Partner shall have the right to make such adjustment to the number of Partnership Units, to the extent permitted by law, in such manner and at such time as the General Partner, in its sole discretion, may determine to be appropriate under the circumstances.

  • Announcement Event The public announcement by any entity of (x) any transaction or event that, if completed, would constitute a Merger Event or Tender Offer or (y) the intention to enter into a Merger Event or Tender Offer, (ii) the public announcement by Issuer of an intention to solicit or enter into, or to explore strategic alternatives or other similar undertaking that, if consummated, would result in a Merger Event or Tender Offer or (iii) any subsequent public announcement by any entity of a change to a transaction or intention that is the subject of an announcement of the type described in clause (i) or (ii) of this sentence (including, without limitation, a new announcement, whether or not by the same party, relating to such a transaction or intention or the announcement of a withdrawal from, or the abandonment or discontinuation of, such a transaction or intention), as determined by the Calculation Agent. For the avoidance of doubt, the occurrence of an Announcement Event with respect to any transaction or intention shall not preclude the occurrence of a later Announcement Event with respect to such transaction or intention. For purposes of this definition of “Announcement Event,” the remainder of the definition of “Merger Event” in Section 12.1(b) of the Equity Definitions following the definition of “Reverse Merger” therein shall be disregarded. Modified Calculation Agent Adjustment: If, in respect of any Merger Event to which Modified Calculation Agent Adjustment applies, the adjustments to be made in accordance with Section 12.2(e)(i) of the Equity Definitions would result in Company being different from the issuer of the Shares, then with respect to such Merger Event, as a condition precedent to the adjustments contemplated in Section 12.2(e)(i) of the Equity Definitions, Dealer, Company and the issuer of the Shares shall, prior to the related Merger Date, have entered into such documentation containing representations, warranties and agreements relating to securities law and other issues as requested by Dealer that Dealer has determined, in its commercially reasonable discretion, to be reasonably necessary or appropriate to allow Dealer to continue as a party to the Transaction, as adjusted under Section 12.2(e)(i) of the Equity Definitions, and to preserve its commercially reasonable hedging or hedge unwind activities in connection with the Transaction in a manner compliant with applicable legal, regulatory or self-regulatory requirements, or with related policies and procedures applicable to Dealer (whether or not such requirements, policies or procedures are imposed by law or have been voluntarily adopted by Dealer), and if such conditions are not met or if the Calculation Agent determines that no adjustment that it could make under Section 12.2(e)(i) of the Equity Definitions will produce a commercially reasonable result, then the consequences set forth in Section 12.2(e)(ii) of the Equity Definitions may apply at Dealer’s commercially reasonable discretion. Nationalization, Insolvency or Delisting: Cancellation and Payment (Calculation Agent Determination); provided that, in addition to the provisions of Section 12.6(a)(iii) of the Equity Definitions, it will also constitute a Delisting if the Exchange is located in the United States and the Shares are not immediately re-listed, re-traded or re-quoted on any of the New York Stock Exchange, The NASDAQ Global Select Market or The NASDAQ Global Market (or their respective successors); if the Shares are immediately re-listed, re-traded or re-quoted on any of the New York Stock Exchange, The NASDAQ Global Select Market or The NASDAQ Global Market (or their respective successors), such exchange or quotation system shall thereafter be deemed to be the Exchange.

  • Actions following an Event of Default On, or at any time after, the occurrence and during the continuation of an Event of Default: (a) the Agent may, and if so instructed by the Majority Lenders, the Agent shall: (i) serve on the Borrowers a notice stating that all or part of the Commitments and of the other obligations of each Lender to the Borrowers under this Agreement are cancelled; and/or (ii) serve on the Borrowers a notice stating that all or part of the Loan together with accrued interest and all other amounts accrued or owing under this Agreement are immediately due and payable or are due and payable on demand; and/or (iii) take any other action which, as a result of the Event of Default or any notice served under paragraph (i) or (ii), the Agent and/or the Lenders are entitled to take under any Finance Document or any applicable law; and/or (b) the Security Trustee may, and if so instructed by the Agent, acting with the authorisation of the Majority Lenders, the Security Trustee shall take any action which, as a result of the Event of Default or any notice served under paragraph (a)(i) or (a)(ii), the Security Trustee, the Agent and/or the Lenders and/or the Swap Counterparties are entitled to take under any Finance Document or any applicable law.

  • Payments After Event of Default Except as otherwise provided in Section 3.04 hereof, all payments received and amounts held or realized by the Mortgagee (including any amounts realized by the Mortgagee from the exercise of any remedies pursuant to Section 15 of the Lease or Article IV hereof) after an Event of Default shall have occurred and be continuing and after the declaration specified in Section 4.04(b) hereof, as well as all payments or amounts then held by the Mortgagee as part of the Trust Indenture Estate, shall be promptly distributed by the Mortgagee in the following order of priority: First,so much of such payments or amounts as shall be required to (i) reimburse the Mortgagee or WTC for any tax (except to the extent resulting from a failure of the Mortgagee to withhold taxes pursuant to Section 2.04(b) hereof), expense or other loss (including, without limitation, all amounts to be expended at the expense of, or charged upon the rents, revenues, issues, products and profits of, the property included in the Trust Indenture Estate (all such property being herein called the “Mortgaged Property”) pursuant to Section 4.05(b) hereof) incurred by the Mortgagee or WTC (to the extent not previously reimbursed), the expenses of any sale, or other proceeding, reasonable attorneys’ fees and expenses, court costs, and any other expenditures incurred or expenditures or advances made by the Mortgagee, WTC or the Note Holders in the protection, exercise or enforcement of any right, power or remedy or any damages sustained by the Mortgagee, WTC or any Note Holder, liquidated or otherwise, upon such Event of Default shall be applied by the Mortgagee as between itself, WTC and the Note Holders in reimbursement of such expenses and any other expenses for which the Mortgagee, WTC or the Note Holders are entitled to reimbursement under any Operative Agreement and (ii) all amounts payable to the other Indenture Indemnitees hereunder and under the Participation Agreement and the Lease; and in the case the aggregate amount to be so distributed is insufficient to pay as aforesaid in clauses (i) and (ii), then ratably, without priority of one over the other, in proportion to the amounts owed each hereunder; Second,so much of such payments or amounts remaining as shall be required to reimburse the then existing or prior Note Holders for payments made pursuant to Section 5.03 hereof (to the extent not previously reimbursed) shall be distributed to such then existing or prior Note Holders ratably, without priority of one over the other, in accordance with the amount of the payment or payments made by each such then existing or prior Note Holder pursuant to said Section 5.03 hereof; Third,(i) so much of such payments or amounts remaining as shall be required to pay in full the aggregate unpaid Original Amount of all Series A Equipment Notes, and the accrued but unpaid interest and other amounts due thereon (other than Make-Whole Amount which shall not be due and payable) and all other Secured Obligations in respect of the Series A Equipment Notes (other than Make-Whole Amount) to the date of distribution, shall be distributed to the Note Holders of Series A, and in case the aggregate amount so to be distributed shall be insufficient to pay in full as aforesaid, then ratably, without priority of one over the other, in the proportion that the aggregate unpaid Original Amount of all Series A Equipment Notes held by each holder plus the accrued but unpaid interest and other amounts due hereunder or thereunder (other than Make-Whole Amount, if any) to the date of distribution, bears to the aggregate unpaid Original Amount of all Series A Equipment Notes held by all such holders plus the accrued but unpaid interest and other amounts due thereon (other than Make-Whole Amount) to the date of distribution;

  • Default Events In the event of a default as defined in the applicable SLA by a borrower with respect to any loan entered into pursuant to an SLA, GSAL will, and is hereby authorized by each Lender to, exercise on Lender's behalf, in its discretion and without prior notification to Lender, any and all remedies provided thereunder or available under applicable law. In addition, the following applies: (a) If a borrower fails in respect of any loan of securities effected pursuant hereto and pursuant to the applicable SLA to return any securities on loan when due thereunder (the “Return Date”), then GSAL shall, at its expense, but subject to Section 12(e) and (g) hereof, deposit replacement securities of the same issue, type, class and series as that of the loaned securities to the Lender’s account with Custodian, as soon as practicable. If GSAL is unable to obtain replacement securities, GSAL shall at its expense, but subject to Sections 12(e) and (g) hereof, pay Lender in U.S. dollars with the Market Value of such securities on loan on the Credit Date (as defined below). To the extent that GSAL deposits replacement securities or make payments pursuant to this Section 12(a), GSAL shall be subrogated to Lender’s rights against borrower as provided in Section 12(g). (b) If a borrower fails to pay the amount of cash Distributions with respect to securities on loan that Lender would have received had such securities not been on loan, GSAL shall pay Lender the amount of such cash Distributions plus the amount of any overdraft charges charged by the Custodian. For purposes of this section 12, “Distributions” shall mean interest, dividends and other distributions (including, but not limited to, payments made by the depositary in connection with American Depositary Receipts). To the extent that GSAL has made any payments pursuant to this Section 12(b), GSAL shall be subrogated to Lender’s rights against Borrower as provided in Section 12(g). The foregoing shall, subject to Section 12(g), be at GSAL’s expense.

  • Additional Event of Default The following will constitute an additional Event of Default with respect to Party B: "NOTE ACCELERATION NOTICE. A Note Acceleration Notice is served on Party B in relation to the Relevant Notes."

Most Referenced Clauses

Most Referenced Definitions