MFN Provisions definition

MFN Provisions means, with respect to the incurrence of any Indebtedness (the “Subject Indebtedness”), that is subject to the satisfaction of the MFN Provisions, (i) if the All-in-Yield for the Subject Indebtedness exceeds the All-in-Yield for the Initial Notes outstanding immediately prior to the incurrence of the Subject Indebtedness by more than 0.50%, then the All-in-Yield for such Notes shall be increased so that the All-in-Yield for the Initial Notes is equal to the All-in-Yield for the Subject Indebtedness minus 0.50%; (ii) the Subject Indebtedness has a final maturity date equal to or later than the final maturity date of, and has a Weighted Average Life to Maturity equal to or greater than the remaining Weighted Average Life to Maturity of, the Initial Notes; (iii) the terms of Subject Indebtedness shall not provide for any scheduled repayment, mandatory redemption, sinking fund obligation or other payment (other than periodic interest payments) prior to the maturity date of the Initial Notes, other than customary offers to purchase upon a change of control, asset sale or casualty or condemnation event, and customary acceleration rights upon an event of default; (iv) such Subject Indebtedness shall be either (a) secured by the Collateral on a pari passu basis (but without regard to the control of remedies) with the Obligations in respect of the Initial Notes, and shall not be secured by any property or assets of the Company or any Restricted Subsidiary other than the Collateral, and be subject to the Intercreditor Agreement, (b) secured by the Collateral on a junior basis (including with respect to the control of remedies) with the Obligations in respect of the Initial Notes and shall not be secured by any property or assets of the Company or any Restricted Subsidiary other than the Collateral, and be subject to the Intercreditor Agreement or (c) unsecured, (v) none of the obligors or guarantors with respect to such Subject Indebtedness shall be a Person that is not the Company or a Guarantor, and (vi) the terms and conditions (excluding any subordination, pricing, fees, rate floors, discounts, premiums and optional prepayment or redemption terms) of such Subject Indebtedness, taken as a whole, shall not be materially more favorable to the holders of such Subject Indebtedness (as determined by the Company in good faith) than the terms and conditions (excluding any subordination, pricing, fees, rate floors, discounts, premiums and optional prepayment or redemptio...
Sample 1Sample 2
MFN Provisions has the meaning set forth in Section 2.14(b).
Sample 1Sample 2
MFN Provisions means the MFN provisions set forth herein applicable to each -------------- Exclusive Cable Parent.
Sample 1

Examples of MFN Provisions in a sentence

  • Subject to 46.3, to the extent that the exercise by Pac-West of any rights it may have under Section 252(i) or the Merger Order MFN Provisions results in the rearrangement of Services by Verizon, Pac-West shall be solely liable for all reasonable costs reasonably associated with such rearrangement, as well as for any termination charges associated with the termination of existing Verizon Services.

  • Upon written request by Pac-West, accompanied by a statement of the Verizon Services that Pac-West expects to terminate in conjunction with Pac-West's exercise of its rights under Section 252(i) or the Merger Order MFN Provisions, to the extent commercially practicable, Verizon will provide to Pac-West an estimate of the termination charges for Verizon Services that Verizon expects to bxxx to Pac-West.

  • After the Agreement Date, Acquirer and the KDA shall work together in good faith to seek the removal or termination of all MFN Provisions under any MFN Contracts.

  • If any MFN Contract has a term that expires after June 30, 2012, Acquirer or the KDA may provide inducements to the other party to a MFN Contract for the removal or termination of any such MFN Provisions and the amount of any cash inducement or the out-of-pocket cost of providing hardware or additional consulting services as an inducement shall be counted as Indemnifiable Damages under this Agreement (an “MFN Removal Payment”).

  • Upon written request of Pac-West, accompanied by a statement of the Verizon Services that Pac-West expects to add, modify or terminate in conjunction with Pac-West's exercise of its rights under Section 252(i) or the Merger Order MFN Provisions, to the extent commercially practicable, Verizon will provide to Pac-West an estimate of the rearrangement costs that Verizon expects to incur.

  • In addition to Pac-West's responsibility for rearrangement costs as stated above, Pac-West shall pay any termination charges set forth in the tariff, or as mutually agreed to in writing between the Parties, associated with Pac-West's termination of Verizon Services in conjunction with Pac-West's exercise of Pac-West's rights under Section 252(i) or the Merger Order MFN Provisions.


More Definitions of MFN Provisions

MFN Provisions or the "Content Tag-Along Right" (each as defined in the Master Distribution Agreement).
Sample 1
MFN Provisions shall have the meaning assigned to such term in Section 2.21(b)(vii).
Sample 1

Related to MFN Provisions

  • General Provisions means those portions of the Subscription Agreement headed “General Provisions” and contained on pages 7 to 12;

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • Additional Provisions shall have the meaning set forth in Section 15.01.