Default Right has the meaning assigned to that term in, and shall be interpreted in accordance with, 12 C.F.R. §§ 252.81, 47.2 or 382.1, as applicable.
Default Right has the meaning assigned to that term in, and shall be interpreted in accordance with, 12 C.F.R. §§ 252.81, 47.2 or 382.1, as applicable. “U.S. Special Resolution Regime” means each of (i) the Federal Deposit Insurance Act and the regulations promulgated thereunder and (ii) Title II of the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and the regulations promulgated thereunder.
Default Right has the meaning assigned to that term in, and shall be interpreted in accordance with, 12 C.F.R. §§ 252.81, 47.2 or 382.1, as applicable. “QFC” has the meaning assigned to the term “qualified financial contract” in, and shall be interpreted in accordance with, 12 U.S.C. 5390(c)(8)(D).
Examples of Default Right in a sentence
Dealer not satisfying a payment or delivery obligation pursuant to (A) this Confirmation or any other Relevant Agreement, or (B) another contract between Dealer and Counterparty that gives rise to a Default Right under this Confirmation or any other Relevant Agreement.
Notwithstanding anything to the contrary in this Confirmation or any other agreement, the parties hereto expressly acknowledge and agree that subject to Section 7(w)(ii), Counterparty shall not be permitted to exercise any Default Right against Dealer with respect to this Confirmation or any other Relevant Agreement that is related, directly or indirectly, to a Dealer Affiliate becoming subject to an Insolvency Proceeding.
After a Dealer Affiliate has become subject to an Insolvency Proceeding, if Counterparty seeks to exercise any Default Right with respect to this Confirmation or any other Relevant Agreement, Counterparty shall have the burden of proof, by clear and convincing evidence, that the exercise of such Default Right is permitted hereunder or thereunder.
More Definitions of Default Right
Default Right means default right as defined and interpreted in accordance with, 12 C.F.R. §§ 252.81, 47.2 or 382.1, as applicable.
Default Right has the meaning specified in Section 9.21(b).
Default Right has the meaning assigned to that term in, and shall be interpreted in accordance with, 12 C.F.R. §§ 252.81, 47.2 or 382.1, as applicable; and (D) “U.S. Special Resolution Regime” means each of (i) the Federal Deposit Insurance Act and the regulations promulgated thereunder and (ii) Title II of the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and the regulations promulgated thereunder. If the foregoing correctly sets forth the understanding among the Company and the several Underwriters, please so indicate in the space provided below for that purpose, whereupon this Agreement and your acceptance shall constitute a binding agreement among the Company and the Underwriters, severally. Very truly yours, CIIG Capital Partners II, Inc. By: Name: Title: Accepted and agreed to as of the date first above written, on behalf of themselves and the other several Underwriters named in Schedule A BARCLAYS CAPITAL INC. By: UBS SECURITIES LLC By: Name: Title: By: Name: Title: BARCLAYS CAPITAL INC. By: Name: Title: UBS SECURITIES LLC BARCLAYS CAPITAL INC. LIONTREE ADVISORS LLC [●] Total 22,500,000 [●] Price per Unit to the public: $10.00 Number of Units Offered: 22,500,000 Each of the undersigned, Xxxxx Xxxxx, Co-Chief Executive Officer of CIIG Capital Partners II, Inc., a Delaware corporation (the “Company”), and Xxxxxxx Xxxxxxx, Co-Chief Executive Officer of the Company, on behalf of the Company, does hereby certify pursuant to Section 6(g) of that certain Underwriting Agreement dated [●], 2021 (the “Underwriting Agreement”) among the Company and, on behalf of the several Underwriters named therein, UBS Securities LLC and Barclays Capital Inc., that as of [●], 2021:
Default Right means, with respect to this Confirmation (including the Transaction) or any other Relevant Agreement, any:
Default Right has the meaning assigned to that term in, and shall be interpreted in accordance with, 12 C.F.R. §§ 252.81, 47.2 or 382.1, as applicable. “Defaulting Lender” means, subject to Section 2.13(b), any Lender that (a) has failed to (i) fund all or any portion of its Loans within two Business Days of the date such Loans were required to be funded hereunder unless such Lender notifies the Agent and the Borrower in writing that such failure is the result of such Xxxxxx’s determination that one or more conditions precedent to funding (each of which conditions precedent, together with any applicable default, shall be specifically identified in such writing) has not been satisfied, or (ii) pay to the Agent or any other Lender any other amount required to be paid by it hereunder within two Business Days of the date when due, (b) has notified the Borrower or the Agent in writing that it does not intend to comply with its funding obligations hereunder, or has made a public statement to that effect (unless such writing or public statement relates to such Lender’s obligation to fund a Loan hereunder and states that such position is based on such Xxxxxx’s determination that a condition precedent to funding (which condition precedent, together with any applicable default, shall be specifically identified in such writing or public statement) cannot be satisfied), (c) has failed, within three Business Days after written request by the Agent or the Borrower, to confirm in writing to the Agent and the Borrower that it will comply with its prospective funding obligations hereunder (provided that such Lender shall cease to be a Defaulting Lender pursuant to this clause (c) upon receipt of such written confirmation by the Agent and the Borrower), or (d) has, or has a direct or indirect parent company that has, (i) filed a petition or answer seeking liquidation, reorganization, examination or arrangement or similar relief under the federal bankruptcy laws or any other applicable law or statute, (ii) had appointed for it a receiver, custodian, conservator, trustee, administrator, assignee for the benefit of creditors or similar Person charged with reorganization or liquidation of its business or assets, including the Federal
Default Right means any:
Default Right has the meaning assigned to that term in, and shall be interpreted in accordance with, 12 C.F.R. §§ 252.81, 47.2 or 382.1, as applicable; and (d) “U.S. Special Resolution Regime” means each of (i) the Federal Deposit Insurance Act and the regulations promulgated thereunder and (ii) Title II of the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and the regulations promulgated thereunder. If the foregoing is in accordance with your understanding of our agreement, kindly sign and return to the Company the enclosed copies hereof, whereupon this instrument, along with all counterparts hereof, shall become a binding agreement in accordance with its terms. Very truly yours, By: /s/ Xxxxxxx X. Xxxx Name: Xxxxxxx X. Xxxx Title: General Counsel and Secretary By: /s/ Xxxxxxx X. Xxxx Name: Xxxxxxx X. Xxxx Title: General Counsel and Secretary [Signature Page to the Underwriting Agreement] The foregoing Underwriting Agreement is hereby confirmed and accepted by the Representatives in New York, New York as of the date first above written. Xxxxxxxxx LLC KeyBanc Capital Markets Inc. SunTrust Xxxxxxxx Xxxxxxxx, Inc. Acting individually and as Representatives of the several Underwriters named in the attached Schedule X. By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Managing Director, ECM KeyBanc Capital Markets Inc. By: /s/ Xxxxxxxx X. Xxxxx Name: Xxxxxxxx X. Xxxxx Title: Sr. Managing Director SunTrust Xxxxxxxx Xxxxxxxx, Inc. By: /s/ Xxxx X.X. Xxxxxxxx XX Name: Xxxx X.X. Xxxxxxxx XX Title: Managing Director as of the date first above written: Xxxxxxxxx LLC Acting in its capacity as Forward Seller By: /s/ Xxxxxxx Xxxxxxx [Signature Page to the Underwriting Agreement] Xxxxxxxxx LLC Acting in its capacity as Forward Purchaser, solely as the recipient and/or beneficiary of certain representations, warranties, covenants and indemnities set forth in this Agreement By: /s/ Xxxxxxx Xxxxxxx Xxxxxxxxx LLC 633,334 KeyBanc Capital Markets Inc. 633,333 SunTrust Xxxxxxxx Xxxxxxxx, Inc. 633,333 Deutsche Bank Securities Inc. 200,000 Xxxxxxx Sachs & Co. LLC 200,000 X.X. Xxxxxx Securities LLC 200,000 Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated 200,000 Mizuho Securities USA LLC 200,000 Xxxxxx Xxxxxxx & Co. LLC 200,000 Xxxxxx, Xxxxxxxx & Company, Incorporated 200,000 BMO Capital Markets Corp. 100,000 Capital One Securities, Inc. 100,000 Guggenheim Securities, LLC 100,000 Regions Securities LLC 100,000 Santander Investment Securities Inc. 100,000 Synovus Securities, Inc....