Write-Down Sample Clauses

Write-Down. 12.1 Notwithstanding any other agreements, arrangements, or understandings between the Lender and the Borrower, by extending a Loan, the Lender acknowledges, accepts, agrees to be bound by, and consents to the Write-Down of such Loan in any of the following circumstances: 12.1.1 ‌ (a) any Own Funds Instruments of the Borrower have been written-down or converted into equity pursuant to any statutory or regulatory power linked to the financial condition or viability of the Borrower (including, without limitation, section 6B of the Banking Act); and (b) the UK Resolution Authority includes in its Write-Down Direction a statement that the FDIC, acting in its capacity as the United States resolution authority of the Xxxxxx Xxxxxxx Group, has either (1) consented to the Write-down or
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Write-Down. Suffered any significant write-down of the value of any Assets or any significant write-off as uncollectible of any Accounts Receivable; and
Write-Down. Suffer any significant write-down of the value of any assets or any significant write-off as uncollectible of any accounts receivable without the prior written consent of the Lender except and as required by generally accepted accounting principles as required to present accurate financial information on the Borrower.
Write-Down. Prior to Closing, TPI will write down the Contributed Assets to fair market value based on the value of the consideration received by TPI pursuant to this Contribution Agreement unless prohibited by GAAP. The parties agree that 100% of the Common Stock of Newco will have a fair market value of $430 million immediately after the transactions contemplated by this Agreement.
Write-Down. Upon the occurrence of a Trigger Event, the Redemption Amount and the nominal amount of each $NC10 Note shall be reduced by the amount of the relevant write-down. A “Trigger Event” shall occur, if at any time, the Common Equity Tier 1 capital ratio pursuant to Article 92 (1) (a) CRR or any successor provision, determined on a consolidated basis (the “Common Equity Tier 1 Capital Ratio”), falls below 5.125 per cent. Upon the occurrence of a Trigger Event, a write-down shall be effected pro rata with all other Additional Tier 1 instruments within the meaning of the CRR (Additional Tier 1 Capital), the terms of which provide for a write-down (whether permanent or temporary) upon the occurrence of the Trigger Event. For such purpose, the total amount of the write-downs to be allocated pro rata shall be equal to the amount required to restore fully the Common Equity Tier 1 Capital Ratio of the Issuer to 5.125 per cent. but shall not exceed the sum of the nominal amounts of the relevant instruments outstanding at the time of occurrence of the Trigger Event. The sum of the write-downs to be effected with respect to the $NC10 Notes shall be limited to the outstanding aggregate nominal amount of the $NC10 Notes at the time of occurrence of the relevant Trigger Event. Upon the occurrence of a Trigger Event, the Issuer shall: (a) inform the competent supervisory authority that is responsible for the Issuer and, in accordance with Article 10, provide notice to the Trustee, the Agents and the Holders of the $NC10 Notes without undue delay about the occurrence of such Trigger Event and the fact that a write-down will have to be effected, and (b) determine the write-down to be effected without undue delay, but not later than within one month (unless the competent supervisory authority of the Issuer shortens such period), and notify such write-down (i) to the competent supervisory authority, (ii) to the Holders of the $NC10 Notes in accordance with Article 10, (iii) to the Calculation Agent and the Paying Agent, the other Agents and the Trustee and (iv), if required by the rules of any stock exchange on which the $NC10 Notes are listed from time to time at the request of the Issuer, to such stock exchange. The write-down shall be deemed to be effected at the time when the notices pursuant to (a) and (b) above are given and the nominal amount of each $NC10 Note (including the Redemption Amount) in the Specified Denomination shall be deemed to be reduced at such time by the...
Write-Down. The Agent and the Lenders hereby acknowledge, confirm and agree in favour of the Borrowers that, for and in respect of Fiscal Year 2007 only for purposes of calculating EBITDA for the Credit Agreement and related Documents, the Borrower may incur and account for a write-down and other inventory adjustments in respect of its xxxxx operations resulting in an add back of US$15,000,000.
Write-Down. 5.4.1 The Issuer will, as soon as reasonably practicable prior to the date on which the same shall take effect, notify the Fiscal Agent and the Registrar in writing of any Write-Down in respect of the Notes.‌ 5.4.2 Upon receipt of a notification under Clause 5.4.1 (Write-Down), the Fiscal Agent shall promptly (and in any event not later than the day on which such Write-Down shall take effect) notify each of the other Paying and Transfer Agents of such Write-Down. 5.4.3 If Notes are Written-Down at any time, upon presentation of a Note at the Specified Office of any Paying and Transfer Agent or the Registrar, the relevant Paying and Transfer Agent or the Registrar (as the case may be) shall procure that a statement indicating (i) the amount and the date of any such Write-Down and (ii) the Prevailing Principal Amount of the Notes represented by such Note Certificate, is endorsed on the relevant Note Certificate.
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Write-Down. (a) For so long as all of the Notes are represented by this Global Note and this Global Note is registered in the name of the registered holder of this Global Note as nominee for Euroclear and/or Clearstream, Luxembourg, any Write- Down of the Notes will be effected in Euroclear and Clearstream, Luxembourg in accordance with their operating procedures by way of a reduction in the pool factor. (b) The amount of such Write-Down will also be endorsed by or on behalf of the Registrar on the Register.

Related to Write-Down

  • Automobile Insurance The contractor/consultant/service provider shall maintain a minimum of $1,000,000 per occurrence, $2,000,000 aggregate. COI must show “All Autos”.

  • ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE Supplier agrees to list Sourcewell and its Participating Entities, including their officers, agents, and employees, as an additional insured under the Supplier’s commercial general liability insurance policy with respect to liability arising out of activities, “operations,” or “work” performed by or on behalf of Supplier, and products and completed operations of Supplier. The policy provision(s) or endorsement(s) must further provide that coverage is primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds.

  • Commercial Automobile Insurance If the Grantee’s duties include the use of a commercial vehicle, the Grantee shall maintain automobile liability, bodily injury, and property damage coverage. Insuring clauses for both bodily injury and property damage shall provide coverage on an occurrence basis. The Department, its employees, and officers shall be named as an additional insured on any automobile insurance policy. The minimum limits shall be as follows: $200,000/300,000 Automobile Liability for Company-Owned Vehicles, if applicable $200,000/300,000 Hired and Non-owned Automobile Liability Coverage

  • Crime Insurance Contractor shall maintain during the term of the Contract Crime Insurance on a “loss sustained form” or “loss discovered form,” and coverage must include the following:  The policy must allow for reporting of circumstances or incidents that might give rise to future claims.  The policy must include an extended reporting period of no less than one (1) year with respect to events which occurred but were not reported during the term of the policy.  Any warranties required by the Contractor’s insurer as a result of this Contract must be disclosed and complied with. Said insurance shall extend coverage to include the principals (all directors, officers, agents and employees) of the Contractor as a result of this Contract.  The policy shall include coverage for third party fidelity and name “The People of the State of New York, the New York State Office of General Services, any entity authorized by law or regulation to use this Contract as an Authorized User and their officers, agents, and employees” as “Loss Payees” for all third party coverage secured. This requirement applies to both primary and excess liability policies, as applicable.  The policy shall not contain a condition requiring an arrest and conviction.  The policy shall include coverage for computer crime/fraud.

  • Boiler and Machinery Insurance The Owner shall have the option of purchasing and maintaining boiler and machinery insurance required by the Contract Documents or by law, which shall specifically cover such insured objects during installation and until final acceptance by the Owner. If purchased this insurance shall include interests of the Owner, Contractor, Subcontractors and Sub-subcontrators in the Work.

  • General liability insurance endorsement The following are required: (i) ADDITIONAL INSURED endorsement naming the District, its Board of Trustees, and their officials, employees, volunteers, and agents as additional insureds. (ii) CANCELLATION endorsement which provides that the District is entitled to 30 days prior written notice of cancellation or nonrenewal of the policy, or reduction in coverage, by certified mail, return receipt requested. (iii) CONTRIBUTION NOT REQUIRED endorsement which provides that the insurance afforded by the general liability policy is primary to any insurance or self-insurance of the District, its Board of Trustees, or their officials, employees, volunteers, or agents as respects operations of the Named Insured. Any insurance maintained by the District, its Board of trustees, or their officials, employees, volunteers, or agents shall be in excess of Contractor's insurance and shall not contribute to it. (iv) SEVERABILITY OF INTEREST endorsement which provides that Contractor's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the limits of the insurer's liability. (v) ADDITIONAL INSURED COVERAGE NOT AFFECTED BY INSURED'S DUTIES AFTER ACCIDENT OR LOSS endorsement. The policy must be endorsed to provide that any failure to comply with the reporting provisions of the policy shall not affect coverage to the District, its Board of Trustees, or their officials, employees, volunteers, or agents.

  • TOOL INSURANCE 235. The City agrees to indemnify employees covered under this Agreement for the loss or destruction of the employee's tools subject to the following conditions: 236. 1. These provisions shall apply when an employee's tools are lost or damaged due to fire or theft by burglary while the tools are properly on City property or being used by the employee in the course of City business.

  • Failure to Procure Insurance Failure on the part of Provider, or any of its subcontractors, to procure or maintain required insurance shall constitute a material breach of contract under which the District may immediately terminate this Agreement.

  • Certificate of Insurance/Endorsements A certificate of insurance from an insurer with a Best's rating of no less than A- indicating compliance with the required coverages has been received by State Procurement Bureau, X.X. Xxx 000000, Xxxxxx, XX 00000-0000. The certificates must name the State of Montana as certificate holder and Contractor shall provide copies of additional insured endorsements required by Contractor’s commercial general liability and automobile liability policies. Contractor must notify State immediately of any material change in insurance coverage, such as changes in limits, coverages, change in status of policy, etc. State reserves the right to require complete copies of insurance policies at all times.

  • Insurance Endorsements The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by the City to add the following provisions to the insurance policies:

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