Guarantee Release Event definition

Guarantee Release Event means the occurrence of all of the following: (a) all of the Guarantors (other than the Parent) have been released as (or substantially simultaneously with such release will no longer be) borrowers or guarantors under the Credit Facility; (b) Invesco Holding’s unsecured 5.375% Senior Notes due February 27, 2013 are repaid in full and (c) Invesco Holding’s unsecured 5.375% Senior Notes due December 14, 2014 are repaid in full.
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Guarantee Release Event means the occurrence of any of the following events: (i) the relevant Guarantor not constituting a Subsidiary of Majority Topco (after giving effect to the release of the relevant Guarantee);(ii) discharge of the Notes; (iii) with respect to any Guarantor which is not the continuing or surviving Person in the relevant consolidation or merger, a consolidation or merger of such Guarantor; (iv) with respect to any Guarantor, in connection with a solvent liquidation of such Guarantor pursuant to which substantially all of the tangible assets of such Guarantor remain owned directly or indirectly by Majority Topco or any Subsidiary of Majority Topco; (v) in the case of a Guarantee provided pursuant to Condition 3(d), the relevant Guarantor ceasing to Guarantee any Relevant Indebtedness; (vi) if the total assets of such Guarantor do not exceed 1 per cent. of the Total Assets; (vii) if after such release, the remaining Guarantors (not including Majority Topco and Minority Topco) directly or indirectly own no less than 80 per cent. of the Total Assets;(viii) at any time on or after full repayment or full prepayment of the Existing Facilities, provided that Eurocor II and Eurocor III have become Guarantors and each provide a Guarantee of the Notes pursuant to Condition 3(d); or (ix) in the case of the Guarantees granted by Majority Topco and Minority Topco, in the event of an initial public offering of shares by a Subsidiary of Majority Topco (the “IPO Entity”), provided that prior to or substantially concurrently with such release (a) the IPO Entity owns, directly or indirectly, all or substantially all of the operating assets of the Group that were previously held by Majority Topco and (b) the IPO Entity becomes a Guarantor, whereupon all references in the Trust Deed and these Conditions to “Majority Topco” shall be taken to refer to the IPO Entity from that date forth.
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Guarantee Release Event means the occurrence of any of the following events: (i) the relevant Guarantor not constituting a Subsidiary of Majority Topco (after giving effect to the release of the relevant Guarantee); (ii) discharge of the Notes; (iii) with respect to any Guarantor which is not the continuing or surviving Person in the relevant consolidation or merger, a consolidation or merger of such Guarantor; (iv) with respect to any Guarantor, in connection with a solvent liquidation of such Guarantor
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Examples of Guarantee Release Event in a sentence

  • Except for any Guarantee provided by Majority Topco, Minority Topco, Eurocor II and Eurocor III (in each case, subject to limb (ix) of the definition of “Guarantee Release Event” included herein), the Guarantee of a Guarantor shall be released upon the occurrence of a Guarantee Release Event with respect to such Guarantor upon written notice of a Guarantee Release Event given by the Issuer to the Trustee and Noteholders in accordance with Condition 16.

  • Any notice provided to the Trustee or Notes Collateral Agent in connection with a Lien Release Event or a Guarantee Release Event shall be deemed an authenticated demand from a debtor duly delivered under Section 9-513(c) of the UCC, and the Issuer and the Guarantors shall have the rights provided by Section 9-509 of the UCC with respect to any such demand; provided that the applicable time period set forth in Section 9-513(c) of the UCC shall be deemed to be three Business Days.

  • For the avoidance of doubt, any Incremental Increase that is secured by the Collateral shall be unsecured upon the occurrence of a (and not otherwise Guaranteed or secured), including giving effect to any Collateral and Guarantee Release Event.


More Definitions of Guarantee Release Event

Guarantee Release Event means the first date upon which the sum of (i) the amount of reduction in the face amount of the CDO LC plus (ii) the proceeds of the sale of 000 Xxxx 00xx received by the Administrative Agent for application in accordance with this Agreement plus (iii) cash received by the Administrative Agent to collateralize the L/C Obligations arising with respect to the CDO LC, shall equal or exceed, in the aggregate, $23,000,000 including, without limitation, all cash received pursuant to Section 5.30.
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Guarantee Release Event means the occurrence of all of the following: [ ].
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Guarantee Release Event means an event where the Issuer holds, either directly or indirectly, 100% of the general and limited partnership interests of the Guarantor, provided that (i) at the time the Issuer acquires such 100% interest in the Guarantor no Default has occurred and is continuing and (ii) the Issuer does not effect such acquisition solely to cause the Guarantee Release Event.
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Related to Guarantee Release Event

  • Guarantee Requirement means, at any time, the requirement that:

  • Collateral and Guarantee Requirement means, at any time, the requirement that:

  • Release Event has the meaning set forth in Section 6(b).

  • Collateral Release Date has the meaning given that term in Section 8.10.(b).

  • Collateral Release Period means, each period commencing with the occurrence of a Collateral Release Event and continuing until the occurrence of the next Collateral Reinstatement Event, if any, immediately following such Collateral Release Event.

  • Senior Discharge Date means the first date on which all of the Senior Debt (other than contingent indemnification obligations) has been paid indefeasibly in full in cash and all commitments of Senior Lenders under the Senior Loan Documents have been terminated.

  • Guarantee Event of Default means a default by the Guarantor on any of its payment or other obligations under this Guarantee.

  • Additional Collateral Documents as defined in the Base Intercreditor Agreement.

  • Discharge Monitoring Report or "DMR" means the EPA uniform national form, including any subsequent additions, revisions, or modifications, for the reporting of self-monitoring results by permittees.

  • Guarantee Test(s means the test(s) specified in the Procuring Entity's Requirements to be carried out to ascertain whether the Facilities or a specified part thereof is able to attain the Functional Guarantees specified in the Appendix to the Contract Agreement titled Functional Guarantees, in accordance with the provisions of GCC Sub-Clause25.2 (Guarantee Test) hereof.

  • Final Discharge Date means the date on which the Security Trustee notifies the Issuer and the Transaction Creditors that it is satisfied that all the Secured Obligations and/or all other moneys and other liabilities due or owing by the Issuer have been paid or discharged in full.

  • Release Effective Date means the date the Release becomes effective and irrevocable.

  • Discharge of ABL Obligations has the meaning specified in the Intercreditor Agreement.

  • Discharge plan means the written plan that establishes the criteria for an individual's discharge from a service and identifies and coordinates delivery of any services needed after discharge.

  • ABL Collateral Documents means all “Security Documents” as defined in the Original ABL Credit Agreement, and all other security agreements, mortgages, deeds of trust and other collateral documents executed and delivered in connection with any ABL Credit Agreement, and any other agreement, document or instrument pursuant to which a Lien is granted securing any ABL Obligations or under which rights or remedies with respect to such Liens are governed, in each case as the same may be amended, supplemented, waived or modified from time to time.

  • Collateral Trust Joinder means (i) with respect to the provisions of this Agreement relating to any Additional Parity Lien Debt, an agreement substantially in the form of Exhibit B, and (ii) with respect to the provisions of this Agreement relating to the addition of additional Grantors, an agreement substantially in the form of Exhibit C.

  • Discharge Date means the date on which the Obligations have been unconditionally and irrevocably paid in full and all Letters of Credit terminated or Cash Collateralized, except for contingent obligations under the Loan Documents which by their terms survive.

  • Indenture Event of Default means an "Event of Default" as defined in the Indenture.

  • Senior Collateral Documents means the Security Agreement and the other “Collateral Documents” as defined in the Credit Agreement, the First Lien Intercreditor Agreement (upon and after the initial execution and delivery thereof by the initial parties thereto) and each of the collateral agreements, security agreements and other instruments and documents executed and delivered by the Borrower or any other Grantor for purposes of providing collateral security for any Senior Obligation.

  • Discharge of Term Obligations shall have the meaning provided in the Intercreditor Agreement.

  • discharge pipe means a pipe from which discharges are made or are to be made under Section 165(1) of the 1991 Act; "disposal main" means (subject to Section 219(2) of the 1991 Act) any outfall pipe or other pipe which-

  • Collateral Event means that no Relevant Entity has credit ratings at least equal to the Approved Ratings Threshold.

  • Debt Repayment Triggering Event means any event or condition which gives, or with the giving of notice or lapse of time would give, the holder of any note, debenture or other evidence of indebtedness (or any person acting on such holder’s behalf) the right to require the repurchase, redemption or repayment of all or a portion of such indebtedness by the Company or any of its subsidiaries.

  • Collateral Quality Test means a test that is satisfied if, as of any date of determination, in the aggregate, the Collateral Loans owned (or in relation to a proposed acquisition of a Collateral Loan, both owned and proposed to be owned) by the Borrower satisfy each of the tests set forth below, calculated in each case in accordance with Section 1.3:

  • Cash Dominion Trigger Period means the period commencing on the occurrence of a Cash Dominion Trigger Event, and continuing until the date that (a) no Event of Default shall be continuing and (b) Excess Availability is greater than or equal to the greater of (i) 15.0% of the Line Cap and (ii) $6,250,000, in each case, for a period of at least three (3) consecutive Business Days.

  • Discharge of Senior Obligations means the date on which the Discharge of Credit Agreement Obligations and the Discharge of each Additional Senior Debt Facility has occurred.