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 suchGuarantor; (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 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
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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 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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Guarantee Release Event means the occurrence of all of the following: [ ].
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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 has the meaning specified in Section 9.11(c).
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Related to Guarantee Release Event

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

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

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

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

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

  • 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.

  • 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.

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

  • 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 with a Cash Dominion Trigger Event and ending with a Cash Dominion Release Event.

Most Referenced Clauses

Most Referenced Definitions