Specified Event. Specified Event" shall mean any unsolicited tender or exchange offer commenced by a Person (other than Shareholder or its Controlled Affiliates or any Group of which Shareholder or any such Controlled Affiliate is a member) for Voting Securities representing more of the Total Voting Power of the Company than the amount beneficially owned by Shareholder (but in any event for Voting Securities representing not less than twenty percent (20%) of the Total Voting Power of the Company), or an unsolicited proxy or consent solicitation by any such Person in order to replace at least a majority of the Continuing Directors, or any unsolicited tender or exchange offer for voting securities representing at least twenty percent (20%) of the Total Voting power of any material subsidiary of the Company.
Specified Event. (a) From and after the occurrence, in the determination of the Reserve Bank, of any Specified Event (as defined below) with respect to any Item of MMLF Collateral under the MMLF, the Reserve Bank shall have the right to demand, and Treasury irrevocably agrees to pay from the MMLF Fund and the other MMLF Fund Assets (or to otherwise have deducted from the amounts payable to Treasury under Section 2.5 below), a credit support amount with respect to such Item of MMLF Collateral as determined in accordance with Section 2.4 below, to the extent such amounts do not exceed, in the aggregate, the Credit Support Amount together with any amounts payable to Treasury under Section 2.5 below.
Specified Event. In addition to the tariffs and charges payable under this Service Agreement, the User shall pay to the Owners an amount as reflected in any Specified Event pursuant to clause 5.3(c) of the Access Arrangement.36
Specified Event. At all times after the First Amendment Effective Date, the Loan Parties shall engage and retain Investment Bank on terms approved by the First Lien Agent to, among other things, assist with a Specified Event. The Borrower shall diligently pursue a Specified Event pursuant to a process reasonably acceptable to the First Lien Agent, which shall include milestones reasonably acceptable to the First Lien Agent (satisfaction of which is not required by the terms of this Agreement and the failure of the Borrowers to satisfy such milestones shall not constitute an Event of Default (for the avoidance of doubt except with respect to Section 6.23(a)(iii) below)). No later than May 31, 2023 at 5:00 p.m. (Eastern time), or such later date as the First Lien Agent may agree in its sole discretion (unless the Required Lenders (as defined in the First Lien Credit Agreement) otherwise direct the First Lien Agent in writing), the Borrower shall have consummated any Specified Event; provided that such foregoing date shall not be extended by the Borrower or the First Lien Agent to any date after August 31, 2023 without the prior written consent of the Administrative Agent. The proceeds of each Specified Event shall be deposited into the Concentration Account (as defined in the First Lien Credit Agreement) and applied to the payment of the Obligations then outstanding in accordance with Section 2.05(b) of this Agreement, subject to the terms and conditions of the Intercreditor Agreement. Refinancing[Reserved].
Specified Event. The occurrence of any event or condition specified in “General Terms” above as to which it is specified that “Acceleration Events” shall apply.
Specified Event. No Specified Event shall have occurred.
Specified Event. 16.1(b) Station Management . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6.1.13 Stations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Specified Event. (i) At all times after the Sixth Amendment Effective Date, the Loan Parties shall engage and retain Investment Bank, on terms approved by the Administrative Agent, to, among other things, assist with a Specified Event.
(ii) The Lead Borrower shall diligently pursue a Specified Event pursuant to a process reasonably acceptable to the Administrative Agent, which shall include milestones reasonably acceptable to the Administrative Agent (satisfaction of which is not required by the terms of this Agreement and the failure of the Borrowers to satisfy such milestones shall not constitute a Default or an Event of Default (for the avoidance of doubt except with respect to Section 6.19(a)(iii) below)).
(iii) No later than May 31, 2023 at 5:00 p.m. (Eastern time), or such later date as the Administrative Agent may agree in its sole discretion (unless the Required Lenders otherwise direct the Administrative Agent in writing), the Lead Borrower shall have consummated any Specified Event.
(iv) The proceeds of each Specified Event shall be deposited into the Concentration Account and applied to the payment of the Obligations then outstanding in accordance with Section 2.05(d) of this Agreement.
Specified Event. At all times after the Sixth Amendment Effective Date, the Loan Parties shall engage and retain Investment Bank, on terms approved by the Administrative Agent, to, among other things, assist with a Specified Event.
Specified Event. 10.4.1 EARNZ and each of the Directors undertakes not to cause, and to use its or his or her reasonable endeavours not to permit, any event to occur or allow any omission which would comprise a Specified Event prior to Re-Admission.
10.4.2 EARNZ and each of the Directors shall make all reasonable enquiries during the period prior to Re-Admission to ascertain whether a Specified Event has occurred or is likely to occur.
