Impairment Event definition

Impairment Event means any of the following by Purchaser or its Affiliate: (a)(i) the Sale of any Essential Cellular Patent to any third party, or (ii) the Sale to a third party in a single transaction of more than [***] percent ([***]%), or in aggregate [***] percent ([***]%), of the Assigned Patents (other than the Essential Cellular Patents); or (b) [***]. Notwithstanding the foregoing, an Impairment Event shall exclude (x) any Sale of an Assigned Patent (i) to any Affiliate of Purchaser, or (ii) in connection with the transfer or sale of all or substantially all of its business or assets to which this Agreement relates, or in the event of its merger, consolidation, recapitalization, liquidation, dissolution, Change of Control or similar transaction, provided that (A) any such assignee shall assume all obligations of Purchaser under this Agreement applicable to such Assigned Patent that is the subject of such Sale, and (B) if the Purchaser continues to be a separate legal entity after such Sale, Purchaser shall continue to be liable for all its obligations under this Agreement (including without limitation such Assigned Patent), and (y) [***].
Impairment Event means (i) the existence of a Negative Equity Position, provided, however, that notwithstanding the requirements of GAAP, any amounts outstanding under the 8% Subordinated Notes and any amounts outstanding under any debt securities issued
Impairment Event with respect to any item of Equipment, Lessor's breach of its agreements in Section 16(d).

Examples of Impairment Event in a sentence

  • Concurrent with the occurrence of an Impairment Event, Purchaser shall pay to Nokia the applicable Impairment Payment Amount (the “Impairment Payment”).

  • Upon the occurrence of a Collateral Impairment Event, Borrower shall immediately pay to Lender, as a prepayment on the Note, an amount such that, after giving effect to such payment, the Advance Ratio exceeds the NPV Ratio.

  • Borrower will furnish to Lender, immediately upon becoming aware of the existence of a Collateral Impairment Event or a Pool Collateral Impairment Event, a written notice of such Collateral Impairment Event or Pool Collateral Impairment Event, as applicable, showing the calculations related thereto.

  • Occurrence of a Project Impairment Event Reduction of Project Borrowing Base to an amount determined by the Agent after consultation with HCN to provide approximately the same advance rate in respect of the Eligible Project after giving effect to any diminution in value, utility, marketability, or creditworthiness resulting from such event.

  • Landlord shall in no event be liable for any interruption or failure of utility services on or to the Building or the Premises, except in the event of an Impairment Event as set forth below.

  • Accordingly, the Servicer’s obligation to service the Assigned Oil Revenues and the Assigned Oil Revenue Rights hereunder, to the extent permitted by Applicable Law, shall be specifically enforceable and shall be absolute and unconditional in all circumstances, including during the existence of any Servicer Replacement Event, Event of Default, Trigger Event, or Oil Revenue Change of Law Impairment Event; provided that a replacement Servicer may be appointed pursuant to Article IV hereof.

  • After the occurrence and during the continuance of an Event of Default, or after any Designated Collateral Impairment Event, Lender may collect the Receivables directly (rather than through the Dominion Account or the Blocked Account), if elected by Lender, and charge the collection costs and expenses to Borrower's loan account.

  • After the occurrence of and Event of Default or any Designated Collateral Impairment Event, Lender may collect the Receivables directly if elected by Lender, and charge the collection costs and expenses to Borrower’s Loan Account.

  • Lender shall have the right to review and approve each such budget and each such "APPROVED BUDGET" (herein so called), as modified and updated from time to time as provided for herein, shall be the basis for calculating the Net Present Value of such Asset for purposes of determining the occurrence of a Collateral Impairment Event or Pool Collateral Impairment Event.

  • P2 Incident - Service Impairment P2 - Impaired 15 mins 60 mins 6 Hrs Every 60 Mins Multiple or Single Customer; Infrastructure Impairment Event – significant degradation of service impacting daily operations of multiple users or business critical functions.


More Definitions of Impairment Event

Impairment Event means that: (a) Tenant's use of or access to all or any material portion of the Building for the conduct of Tenant's business is materially impaired as the result of the gross negligence or willful misconduct of Landlord, whether due to an interruption of essential utility services (i.e., electrical, water or sewer), the existence of Hazardous Materials, or otherwise; (b) such impairment does not arise in whole or in part as a result of an act or omission of Tenant or any Tenant Entities; (c) such impairment is not caused by a fire or other casualty (in which case the provisions in Article 21 will apply); and (d) such impairment continues for a consecutive period of three (3) or more business days after Landlord receives written notice of such impairment, including Saturdays and Sundays if Tenant is then operating its business in the Building seven (7) days per week. If an Impairment Event occurs, then as its sole and exclusive remedy therefor, Tenant shall be entitled to an equitable abatement of monthly Base Rent and additional rent under this Lease based upon the portion of the Building affected thereby (provided that if the operation of Tenant's business from the remainder of the Building not affected thereby is not reasonably practicable under the circumstances and Tenant in fact does not operate its business from the remainder of the Building, all monthly Base Rent and additional rent under this Lease shall be subject to such abatement), commencing upon the expiration of said three (3) consecutive business day period after Landlord receives written notice of such impairment from Tenant and continuing until such material impairment is cured; provided further, however, that if Landlord is diligently pursuing the repair of such impairment and, if applicable to the nature of such impairment, Landlord provides substitute services reasonably suitable for Tenant's purposes and Tenant is thereafter able to fully conduct its business in the Building as usual, then there shall not be any abatement of Base Rent or additional rent.
Impairment Event with respect to any item of Equipment, Lessor's breach of its agreements in Section 16(d). "Impairment of Use": Lessee is denied use or possession of any item of Equipment to a material extent, as a direct and primary result of an Impairment Event; provided, that such event is certified to Lessor in writing by Lessee's responsible officer, and verified to Lessor's satisfaction by Lessor's independent investigation or such other evidence relating thereto as Lessor may reasonably request. "Imposition": with respect to each Equipment Schedule, any title, recordation, documentary stamp and other fees, taxes, assessments and all other charges or withholdings of any nature (together with any penalties or fines thereof) arising at any item upon or relating thereto or to the Equipment lease thereunder, or the delivery, acquisition, ownership, use, operation, leasing or other disposition of such Equipment or upon the Rent payable thereunder, whether the same be assessed to Lessor or Lessee. "Initial Term": for each Equipment Schedule, the monthly period specified in Section 2 thereof commencing on the Base Lease Commencement Date. "Interim Term": for each Equipment Schedule, the period from the effective date thereof to the Base Lease Commencement Date. "Law": any law, rule, regulation, ordinance, order, code, common law, interpretation, judgment, directive, decree, treaty, injunction, writ, determination, award, Permit or similar norm or decision of any Governmental Authority. "Lease": this Equipment Lease Agreement. "Lease Documents": collectively, the Lease, the Equipment Schedules, and all instruments, documents, certificates and agreements delivered pursuant hereto. "Lien": any mortgage, pledge, lease, sublease, security interest, attachment, charge, encumbrance or right or claim of others whatsoever (including any conditional sale or other retention agreement). "Permit": any action, approval, certificate of occupancy, consent, waiver, exemption, variance, franchise, order, permit, authorization, right or license, or other form of legally required permission, of or from a Governmental Authority. "Permitted Lien": (
Impairment Event means, with respect to any Collateral Obligation, any one or more of the following:
Impairment Event means the occurrence of any default or event of default however described under the terms of an Eligible Asset held in the Asset Pool or any Hedging Arrangements or any other event or circumstance in respect of such Eligible Asset or otherwise which in the opinion of BEALF is likely to have a negative impact on the returns generated by such Eligible Asset;