Adverse Financial Event definition

Adverse Financial Event means that Ambit shall have failed to have the greater of (i) sufficient freely available cash on hand to timely perform all of its obligations hereunder for the period of time between (i) the AFE Determination Date (as defined below) or (ii) the date […***…] from the AFE Determination Date and (ii) […***…] in freely available cash. “AFE Determination Date” shall mean any date(s) designated by Cephalon to perform an analysis of Ambit’s financial condition. Ambit shall provide reasonable assistance to Cephalon to determine the existence of an Adverse Financial Event.
Adverse Financial Event means the occurrence of any one of the following events:
Adverse Financial Event means the potential adverse consequences to American Community Properties Trust ("ACPT") and/or the Buyer in the event of a bankruptcy, insolvency or other adverse financial event by any one or more of certain entities (collectively, the "▇▇▇▇▇▇ Entities") controlled by the ▇▇▇▇▇▇ Group (as that term is used in ACPT's 2003 Proxy Statement), including ▇▇▇▇▇▇ Securities Corp., Interstate Business Corporation ("IBC"), Insular Properties Limited Partnership (the "Seller" or "Insular") and EM Management, LLC ("EM Management").

Examples of Adverse Financial Event in a sentence

  • Cephalon shall have the right to cause Ambit, at Ambit’s expense to use its best efforts to initiate and complete a round of Third Party equity financing within […***…] of Cephalon’s request thereof in such aggregate amount as is reasonably determined by Cephalon to cure the existence of the Adverse Financial Event.

  • Sema4 shall [***] and [***] the Mount Sinai Parties immediately upon occurrence of an Adverse Financial Event.

  • Either party may terminate this Agreement upon sixty (60) days prior written notice to the other party if the other party (a) breaches any other material obligation hereunder and such breach remains uncured for sixty (60) days following the receipt by such party of such written notice, which notice shall specify the nature of the breach, (b) ceases doing business or experiences a Bankruptcy Event or Adverse Financial Event (defined in Section 10 ("[*]")).

  • If the Recapture Effective Date is not within the applicable 210-day period required by this subclause (b), the Company shall be deemed to have waived its right to recapture with respect to such Adverse Financial Event.

  • For the avoidance of doubt, the Reinsurer’s obligations in this Agreement to rebalance, report on, or take other actions with respect to the Trust Account on a monthly basis rather than a quarterly basis following a RBC Ratio Triggering Event, Adverse Financial Event or Reinsurance Credit Event shall be subject to the Company’s delivery of the Required Balance Report on a monthly basis as described in this paragraph.

  • In the event that the Adverse Financial Event is cured, then this paragraph shall cease to be applicable.

  • The fees and expenses of the Valuation Expert shall be borne by the Company except that, during an ongoing Adverse Financial Event, RBC Ratio Triggering Event, or Reinsurance Credit Event, such fees and expenses shall be shared equally by the Company and the Reinsurer.

  • In the event that it is determined that a Reinsurance Credit Trust Triggering Event, Adverse Financial Event or RBC Ratio Triggering Event, as applicable, has not occurred, the Company shall rescind any such notice to the Trustee in accordance with the terms of the Trust Agreement.

  • Cephalon shall have the right to cause Ambit, at Ambit’s expense to use its best efforts to initiate and complete a round of Third Party equity financing within six (6) months of Cephalon’s request thereof in such aggregate amount as is reasonably determined by Cephalon to cure the existence of the Adverse Financial Event.

  • Distributor will promptly notify ExxonMobil in writing of any Material Adverse Financial Event (defined below) and any significant adverse impact and/or obligation reasonably expected to arise from such Material Adverse Financial Event.


More Definitions of Adverse Financial Event

Adverse Financial Event means: (2) IPIX (i) ceases to conduct its business in the ordinary course, or (ii) commences any insolvency proceeding with respect to itself, or (iii) takes any action to effectuate or authorize any of the foregoing; (3) voluntary or involuntary proceedings by or against IPIX are instituted in bankruptcy under any insolvency law, which proceedings, if involuntary, shall not have been dismissed within thirty (30) days after the date of filing; (4) a receiver or custodian is appointed to effectuate or authorize any of the foregoing; (5) proceedings are instituted by or against such party for corporate reorganization, dissolution, liquidation or winding-up of such party, which proceedings, if involuntary, shall not have been dismissed within thirty (30) days after the date of filing; or (6) substantially all of the assets of such party are seized or attached and not released within thirty (30) days after the date of filing days thereafter.
Adverse Financial Event shall have the meaning specified in the Reinsurance Agreement.