Review Events Sample Clauses

Review Events. Each of the following events will constitute a Review Event under a Lease:‌ (i) there is a change in the identity of any of the persons who are able to control the composition of the board of directors or other governing body of the Customer or Guarantor; (ii) there is a change in more than half of the voting rights attaching to the capital of the Customer or Guarantor and/or there is a change in more than half of the issued capital of the Customer or Guarantor (excluding any part of that capital that carries no right to participate beyond a specified amount in the distribution of either profit or capital); (iii) the acquisition by any means by a person of an interest in shares of a Customer or Guarantor that is sufficient to allow that person either alone or jointly with others to exercise the control. If any Review Event occurs under a Lease, CFNZ, at its election, may review its decision to extend financial accommodation to the Customer pursuant to the Lease. If CFNZ, acting reasonably, believes that the Review Event would have a material adverse impact on the Customer's ability to perform its obligations under the Lease, or on the Guarantor's ability to perform its obligations under this Agreement, CFNZ may elect to treat the Review Event as an Event of Default and to take any of the actions described in Clause 14.2 of this Agreement.
Sample 1
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Review Events. ANZ may review your Facilities when it considers any of the following have occurred: (i) There is a change in exchange rates or interest rates which may have a material effect on the profitability of your business; (ii) Any change in ownership or control of your business, without ANZ’s prior written consent (which will not be unreasonably withheld); (iii) ANZ receives a request from you to pay preferential creditors; (iv) There is an increase or application to ANZ to increase Facilities or for a new Facility which, in ANZ’s reasonable opinion, indicates a possible material deterioration in the financial position or profitability of you or a Guarantor; (v) ANZ has dishonoured or refused payment of cheque(s) issued on any of your accounts because there are insufficient funds; (vi) ANZ receives a request from a Guarantor of any of your Facilities to be released from their obligations under the guarantee; (vii) Any cheque for a material amount deposited to any of your accounts is dishonoured or payment is refused which has a Material Adverse Effect; (viii) There is a material decrease in the value of Security and/or ANZ receives a request to change the Security provided in support of your Facilities; (ix) ANZ is notified by statutory or law enforcement authorities of your alleged involvement in illegal activities; (x) The occurrence of circumstances which may include matters such as the loss of a key supplier, the loss of a major customer, the loss of a tenant or diversification of activities which, in ANZ’s reasonable opinion, are likely to result in a material deterioration in your financial position or profitability; or (xi) if, at any time after the PPSA commences to apply, ANZ reasonably determines that an event has occurred that has had, or is likely to have, a Material Adverse Effect. (xii) an event occurs which is specified in the letter of offer to be a review event. (xiii) There has been a demand under a bank guarantee issued under your ANZ Indemnity Guarantee Facility.
Sample 1
Review Events. Each of the following is a Review Event (whether or not caused by anything outside the control of any Transaction Party): (a) there is an Insolvency Event in respect of Reading International Inc; (b) a Change of Control occurs in relation to any Transaction Party; (c) the migration of all transactional banking services utilised by the Reading Entertainment Australia Group has not commenced within the time period specified in clause 3.4; or (d) the migration of all transactional banking services utilised by the Reading Entertainment Australia Group has not been completed by 30 June 2012.
Sample 1
Review Events. (a) If there is a change in Control of Campbell and Control passes to a person whox x Xxxxer considers for any reason in its sole discretion to be undesirable, then the Holder has the right for a period of 60 days after the Agent receives notice of the change of Control to review its participation under the ECUs. (b) If the Holder decides that it does not wish to continue its participation under the ECUs following the occurrence of the event referred to in clause 10.4(a), it must give notice to that effect to MSV. The notice must state a date (not to be earlier than 90 days from the date of service of the notice) by which the Agent requires the Amount Owing for each ECU held by the Holder to be paid in full. MSV must with respect to each ECU pay those amounts to the Holder in full on the date nominated in the notice. MSV may not Redeem any ECU under clause 4.2 at any time after a notice has been given by a Holder under this clause.
Sample 1
Review Events. If at any time: (i) any act, condition or thing required to be done, fulfilled or performed in order: (a) to enable any Relevant Member of the Group or CET 21 lawfully to enter into, exercise its rights under and perform the obligations expressed to be assumed by it in any Facility Document, the Partnership Agreement, the Service Agreement or any Intercompany Loan Agreement to which it is expressed to be a party; (b) to make each Facility Document, the Partnership Agreement, the Service Agreement or any Intercompany Loan Agreement to which it is expressed to be a party admissible in evidence in the Relevant Jurisdiction of the Relevant Member(s) of the Group party to such agreement is not done, fulfilled or performed; or (ii) it is or has become unlawful for any Relevant Member of the Group or CET 21 to perform or comply with any or all of its obligations under any Facility Document, the Partnership Agreement, the Service Agreement or any Intercompany Loan Agreement to which it is expressed to be a party;
Sample 1
Review Events. (a) There is a change in Control of any Obligor from the Control of the relevant Obligor as at the date of this document. (b) Xxxxxx Xxxxxxx Xxxx or Xxxx Xxxxxxx Xxxxxx ceases to be an employee of the Borrower. (c) There is any change to the directors of the Borrower from that subsisting as at the date of this document. (d) Any litigation, arbitration or action is taken in connection with or against an Obligor or any other member of the Group or the Secured Property which would have, or which would, if adversely determined, be reasonably likely to have, a Material Adverse Effect. (e) There is any change in any law or regulation which would have, or which would be reasonably likely to have, a Material Adverse Effect. (f) There is any regulatory breach by an Obligor or any other member of the Group. (g) The Borrower fails to raise capital via the Junior Creditor Documents on or before 30 September 2024 sufficient to fund the ongoing operations of the Group’s business for the duration of the Facility and in an amount satisfactory to the Financier. Conditions precedent to Drawdown
Sample 1
Review Events. The occurrence of any of the following events is a Review Event: (a) where Aurizon Network’s maintenance costs have been prudently and efficiently incurred, but are greater than its maintenance cost allowance, which has caused, or will cause, a change in the total costs reflected in the AT3 andAT4, components or t he costs reflected in the AT5 component of a Reference Tariff specified in this Schedule F of greater than 2.5%; where: (i) part of the Rail Infrastructure is used solely to connect an Access Holder or Customer’s single loading facility to a Coal System; (ii) a discount applies to the relevant Reference Tariff in respect of that Access Holder’s or Customer’s use of that part of the Rail Infrastructure to offset a rebate that would otherwise be payable by Aurizon Network to that Access Holder or Customer; and (iii) another Customer connects a loading facility to that part of the Rail Infrastructure; a Force Majeure Event – of the type set out in either paragraph (e), (l) or
Sample 1
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Review Events 
Sample 1

Related to Review Events

  • Environmental Events The Borrower will, and will cause BPI to, promptly give notice in writing to the Agent (i) upon Borrower’s or BPI’s obtaining knowledge of any material violation (as determined by the Borrower or BPI in the exercise of its reasonable discretion) of any Environmental Law regarding any Real Estate Asset or Borrower’s or BPI’s operations, (ii) upon Borrower’s or BPI’s obtaining knowledge of any known Release of any Hazardous Substance at, from, or into any Real Estate Asset which it reports in writing or is reportable by it in writing to any governmental authority and which is material in amount or nature or which could materially affect the value of such Real Estate Asset, (iii) upon Borrower’s or BPI’s receipt of any notice of material violation of any Environmental Laws or of any material Release of Hazardous Substances in violation of any Environmental Laws, including a notice or claim of liability or potential responsibility from any third party (including without limitation any federal, state or local governmental officials) and including notice of any formal inquiry, proceeding, demand, investigation or other action with regard to (A) Borrower’s or BPI’s or any other Person’s operation of any Real Estate Asset, (B) contamination on, from or into any Real Estate Asset, or (C) investigation or remediation of off-site locations at which Borrower or BPI or any of its predecessors are alleged to have directly or indirectly disposed of Hazardous Substances, or (iv) upon Borrower’s or BPI’s obtaining knowledge that any expense or loss has been incurred by such governmental authority in connection with the assessment, containment, removal or remediation of any Hazardous Substances with respect to which Borrower or BPI or any Partially-Owned Real Estate Entity may be liable or for which a lien may be imposed on any Real Estate Asset; any of which events described in clauses (i) through (iv) above would have a material adverse effect on the business, assets or financial condition of the Borrower and its Subsidiaries, taken as a whole. As of the date hereof, the Borrower has notified the Agent of the matters referenced on Schedule 8.5(b), to the extent such matters are disclosed in the Form 10-K referred to therein.

  • Events If either Party hereto is at any time either during this Agreement or thereafter prevented or delayed in complying with any provisions of this Agreement by reason of strikes, walk-outs, labour shortages, power shortages, fires, wars, acts of God, earthquakes, storms, floods, explosions, accidents, protests or demonstrations by environmental lobbyists or native rights groups, delays in transportation, breakdown of machinery, inability to obtain necessary materials in the open market, unavailability of equipment, governmental regulations restricting normal operations, shipping delays or any other reason or reasons beyond the control of that Party, then the time limited for the performance by that Party of its respective obligations hereunder shall be extended by a period of time equal in length to the period of each such prevention or delay.

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

  • Servicer Termination Events For purposes of this Agreement, the occurrence and continuance of any of the following shall constitute a “Servicer Termination Event”: (a) Any failure by the Servicer to deposit into any Account any proceeds or payment required to be so delivered or to direct the Indenture Trustee to make the required payment from any Account under the terms of this Agreement that continues unremedied for a period of five Business days after written notice is received by the Servicer or after discovery of such failure by a Responsible Officer of the Servicer; (b) Failure on the part of the Servicer duly to observe or perform, in any material respect, any covenants or agreements of the Servicer set forth in this Agreement, which failure (i) materially and adversely affects the rights of the Securityholders and (ii) continues unremedied for a period of 60 days after discovery of such failure by a Responsible Officer of the Servicer or after the date on which written notice of such failure requiring the same to be remedied shall have been given to the Servicer by any of the Owner Trustee, the Indenture Trustee or Noteholders evidencing not less than 50% of the Outstanding Amount of the Controlling Class of Notes; (c) If any representation or warranty of the Servicer, in its capacity as Servicer, made in this Agreement shall prove to be incorrect in any material respect as of the time when the same shall have been made and the incorrectness of such representation or warranty has a material adverse effect on the Issuer or the Noteholders and such failure continues unremedied for 90 days after discovery thereof by a Responsible Officer of the Servicer or receipt by the Servicer of written notice thereof from the Indenture Trustee or the Noteholders representing not less than 50% of the Outstanding Amounts of the Notes; or (d) The occurrence of an Insolvency Event with respect to the Servicer; provided, however, that a delay or failure of performance referred to under clause (a) above for a period of 10 days or clause (b) or (c) above for a period of 30 days will not constitute a Servicer Termination Event if such delay or failure was caused by force majeure or other similar occurrence.

  • Adverse Events Subsequent to the date hereof, there shall not have occurred any of the following: (i) a suspension or material limitation in trading in securities generally on the New York Stock Exchange, the NASDAQ National Market or the NASDAQ Global Market, (ii) a general moratorium on commercial banking activities in the People’s Republic of China or New York, (iii) the outbreak or escalation of hostilities involving the United States or the People’s Republic of China or the declaration by the United States or the People’s Republic of China of a national emergency or war if the effect of any such event specified in this clause (iii) in your reasonable judgment makes it impracticable or inadvisable to proceed with the public offering or the delivery of the Shares on the terms and in the manner contemplated in the Prospectus, or (iv) such a material adverse change in general economic, political, financial or international conditions affecting financial markets in the United States or the People’s Republic of China having a material adverse impact on trading prices of securities in general, as, in your reasonable judgment, makes it impracticable or inadvisable to proceed with the public offering of the Shares or the delivery of the Shares on the terms and in the manner contemplated in the Prospectus.

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

  • 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.

  • Material Events any other event occurs or circumstance arises which, in the opinion of the Agent (following consultation with the Banks), is likely materially and adversely to affect either (i) the ability of any Security Party to perform all or any of its obligations under or otherwise to comply with the terms of any of the Security Documents or (ii) the security created by any of the Security Documents; or

  • 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.

  • Other Termination Events Subject to Section 5.3(b), this Agreement shall terminate with respect to all Parties upon the earliest to occur of (a) a written agreement among the Parties to terminate this Agreement, (b) the Closing and (c) termination of this Agreement in accordance with Section 5.1 by written notice.

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