Negative Undertakings definition

Negative Undertakings. As per Schedule 15 (General Undertakings) of the Precedent Senior Facilities Agreement (as amended in accordance with the baskets and thresholds set out in Schedule 1 (Key Baskets and Thresholds) and the terms of the Commitment Documents), amended to reflect that the proviso to the definition of Permitted Collateral Lien in Schedule 17 (Certain New York Law Defined Terms) of the Precedent Senior Facilities Agreement shall be deleted in its entirety and replaced with the following wording: “provided that, in the case of paragraphs (b) and (c) above, each of the secured parties to any such Indebtedness that exceeds an aggregate amount equal to the greater of (x) £21 million and (y) ten (10) per cent. of LTM EBITDA that is to share in all or substantially all of the Transaction Security will have entered into the Intercreditor Agreement or an Additional Intercreditor Agreement and provided further that for purposes of determining compliance with this definition, in the event that a Permitted Collateral Lien meets the criteria of more than one of the categories of Permitted Collateral Liens described in paragraphs (a) through (c) above, the Company will be permitted to classify such Permitted Collateral Lien on the date of its Incurrence and reclassify such Permitted Collateral Lien at any time and in any manner that complies with this definition and provided further that Permitted Collateral Liens may not have super senior priority status in respect of the proceeds from the enforcement of the Charged Property or a distressed disposal of assets, other than as permitted by paragraph (b)(ii) above, save that nothing in this definition shall prevent lenders under any Credit Facilities from providing for any ordering of payments under the various tranches of such Credit Facilities.” As per the Precedent Senior Facilities Agreement updated to reflect the Market Terms and adjusted to remove reference to the 60 day grace period in paragraph (e) of clause 30.6 (Acceleration) of the Precedent Senior Facilities Agreement. Mechanics, conditions and other terms as per the Precedent Senior Facilities Agreement, as amended in accordance with the baskets and thresholds set out in Schedule 1 (Key Baskets and Thresholds) and the terms of the Commitment Documents and as further amended to reflect that the definitions of "Additional MFN Term Facility (EUR)" and "Additional MFN Term Facility (USD)" shall be amended to:
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Negative Undertakings. Undertakings usual for facilities of this type (subject to customary exceptions and qualifications to be agreed) including:
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Negative Undertakings. The Company: (a) LIMITATION ON SECURITY INTERESTS: will not, and it will procure that no Restricted Subsidiary will, create or permit to arise or exist any Security Interest over its assets to secure any Debt or any indebtedness under any Guarantee of Debt, other than a Permitted Security Interest;
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Examples of Negative Undertakings in a sentence

  • If the Issuer requests that the Security Trustee grant its consent as required pursuant to clause 37 (Negative Undertakings), the Security Trustee may grant or withhold the requested consent at its discretion, taking into account the reasonable interests of the Transaction Creditors in accordance with clause 3.1 hereof.

  • So long as the Debentures are outstanding the Issuer agrees to comply with each of the undertakings given by it that are set out in Schedule 4 (Positive Undertakings) and Schedule 5 (Negative Undertakings) of this Deed.

  • The undertakings in this Clause 22 (Negative Undertakings) remain in force from the date of this Agreement for so long as any amount is outstanding under the Finance Documents or any Commitment is in force.

  • Perhaps the most recent extreme examples of war mongering come from Nazi Germany and Fascist Italy, where higher educational institutions spread propaganda on the merits of war (Glaeser et al., 2007).Still, evidence suggests that education can affect attitudes towards war in at least limited or indirect ways.

  • The undertakings in this Clause 20 (Negative Undertakings) remain in force throughout the Security Period except as the Facility Agent, acting with the authorization of the Majority Lenders may otherwise permit.

  • Prepayment Penalty of 10% of the prepaid amount up to but not including the twelfth mortgage loan payment date beyond the Lockout End Date disclosed above; declining thereafter by 1% annually up to but not including the Prepayment Penalty End Date.

  • The Borrower shall, and shall cause each of its Subsidiaries to, comply with the undertakings contained in this Clause 22 (Negative Undertakings).

  • So long as the Debentures are outstanding, the Issuer agrees to comply with each of the undertakings given by it that are set out in Schedule 4 (Positive Undertakings) and Schedule 5 (Negative Undertakings) of this Deed.

  • So long as the Bonds are outstanding, the Issuer agrees to comply with each of the undertakings given by it that are set out in Schedule 4 (Positive Undertakings) and Schedule 5 (Negative Undertakings) of this Instrument.

  • Cyclones with a maximum age of more than 8 days are excluded, since their number is too low (20) for the whole ERA-40 period.∝ ˜ − ˜The rescaled life cycles of the depths are compared with a simple parabola, a(1 a), which agrees well with the data, mainly in summer.

Related to Negative Undertakings

  • Standard Securitization Undertakings means representations, warranties, covenants and indemnities entered into by the Borrower or any Subsidiary of the Borrower that are customary in a Securitization Financing.

  • Undertakings as references to obligations under this Framework Agreement;

  • Disclosure Undertaking means the Continuing Disclosure Undertaking, dated as of the Dated Date, relating to certain obligations contained in the SEC Rule.

  • Negative Covenants The Postpetition Financing Documents shall contain negative covenants of the Borrower acceptable to the Lender.

  • Loan Agreements means any other loan agreements entered into by and between the Trust and one or more of the Borrowers pursuant to which the Trust will make Loans to such Borrowers from moneys on deposit in the Project Fund, excluding the Project Loan Account, financed with the proceeds of the Trust Bonds.

  • insurance undertaking means an insurance undertaking as defined in Article 13, point (1), of Directive 2009/138/EC;

  • Continuing Disclosure Undertaking means the Continuing Disclosure Undertaking of the Issuer, in substantially the form attached hereto as Exhibit 1, dated the Closing Date, for the purpose of providing continuing disclosure information under Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as may be amended from time to time.

  • Special Purpose Financing Undertakings means representations, warranties, covenants, indemnities, guarantees of performance and (subject to clause (y) of the proviso below) other agreements and undertakings entered into or provided by the Company or any of its Restricted Subsidiaries that the Company determines in good faith (which determination shall be conclusive) are customary or otherwise necessary or advisable in connection with a Special Purpose Financing or a Financing Disposition; provided that (x) it is understood that Special Purpose Financing Undertakings may consist of or include (i) reimbursement and other obligations in respect of notes, letters of credit, surety bonds and similar instruments provided for credit enhancement purposes or (ii) Hedging Obligations, or other obligations relating to Interest Rate Agreements, Currency Agreements or Commodities Agreements entered into by the Company or any Restricted Subsidiary, in respect of any Special Purpose Financing or Financing Disposition, and (y) subject to the preceding clause (x), any such other agreements and undertakings shall not include any Guarantee of Indebtedness of a Special Purpose Subsidiary by the Company or a Restricted Subsidiary that is not a Special Purpose Subsidiary.

  • related undertaking means any undertaking in which any person has a

  • Affiliate Subordination Agreement means an Affiliate Subordination Agreement in the form of Exhibit F pursuant to which intercompany obligations and advances owed by any Loan Party are subordinated to the Obligations.

  • Facility Agreement means the Facility Agreement referred to in Recital (A).

  • Subordination Provisions has the meaning specified in Section 8.01(l).

  • Underlying Loan Agreement means, with respect to any Loan, the document or documents evidencing the commercial loan agreement or facility pursuant to which such Loan is made.

  • Facility Agreements means the agreements of that name between the Issuer and different

  • reinsurance undertaking means reinsurance undertaking as defined in point (4) of Article 13 of Directive 2009/138/EC;

  • Sewerage Undertaker means the Company appointed to be the sewerage undertaker under Section 6(1) of the 1991 Act for the area in which the property is or will be situated;

  • Prior Loan Agreement is defined in the recitals hereto.

  • Existing Intercreditor Agreement means the existing intercreditor agreement dated 11 May 2007 (as amended by a letter dated 21 June 2007 and a further letter dated 29 June 2007, as amended and restated on 5 November 2009 and as further amended on 5 November 2010) between, inter alia, Beverage Packaging Holdings (Luxembourg) I S.A., Rank Group Holdings Limited (now Xxxxxxxx Group Holdings Limited), Beverage Packaging Holdings (Luxembourg) II S.A., Beverage Packaging Holdings (Luxembourg) III S.à x.x., Credit Suisse AG (formerly Credit Suisse) as security trustee and others.

  • L/C Undertaking has the meaning set forth in Section 2.12(a).

  • Existing Loan Agreement has the meaning set forth in the recitals to this Agreement.

  • Senior Loan Agreement means that certain Term Loan Agreement, dated as of November 19, 2020, by and among Borrower, the subsidiary guarantors from time to time party thereto, and the Senior Creditors, as amended, restated, supplemented or otherwise modified from time to time.

  • Subordination Agreements means, collectively, any subordination agreements entered into by any Person from time to time in favor of Agent in connection with any Subordinated Debt, the terms of which are acceptable to the Agent, in each case as the same may be amended, restated or otherwise modified from time to time, and “Subordination Agreement” shall mean any one of them.

  • Whole Loan Agreement Any Reconstitution Agreement in respect of a Whole Loan Transfer.

  • Existing Indebtedness Agreements shall have the meaning provided in Section 5.05.

  • Note Agreements means, collectively, the 1995 Note Agreement, the 2000 Note Agreement and the 2001 Note Agreement.

  • group of undertakings means a controlling undertaking and its controlled undertakings;