Notice of an Actionable Event definition

Notice of an Actionable Event has the meaning assigned such term in the Collateral Agency Agreement.
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Notice of an Actionable Event means (a) a certificate delivered to the Administrative Agent by the Controlling Party which states that an Actionable Event has occurred with respect to the Secured Obligations represented by such Controlling Party or (b) whether or not any certificate or notice thereof shall have been delivered to the Administrative Agent, a Bankruptcy Event of Default. A Notice of an Actionable Event has been "given" (i) in the case of a Bankruptcy Event of Default, when such Bankruptcy Event of Default occurs or (ii) in the case of any other Notice of an Actionable Event, when the certificate referred to in clause (a) of the immediately preceding sentence has actually been received by the Administrative Agent. A Notice of an Actionable Event has been "rescinded" when, after a Notice of an Actionable Event (other than a Bankruptcy Event of Default) has been given, the Administrative Agent determines that there exists no Actionable Event or when, after a Bankruptcy Event of Default, such Bankruptcy Event of Default is no longer continuing. A Notice of an Actionable Event is "outstanding" at all times after such Notice of an Actionable Event has been given until such time, if any, as such Notice of an Actionable Event has been rescinded. For purposes of this definition of "Notice of Actionable Event," (w) when the Controlling Party is the Bank Agent, the Secured Obligations represented by the Controlling Party are the Credit Agreement Obligations, (x) when the Controlling Party is the Trustee, the Secured Obligations represented by the Controlling Party are the Indenture Obligations, (y) when the Controlling Party is the Person selected pursuant to clause (b)(i) of the definition thereof, the Secured Obligations represented by the Controlling Party are the Eligible Obligations, and (z) when the Controlling Party is the Person selected pursuant to clause (d) of the definition thereof, the Secured Obligations represented by the Controlling Party are the Other Second Lien Obligations. Any Notice of Actionable Event given by the Trustee when it is the Controlling Party with respect to certain Collateral pursuant to clause (a)(ii) or (b)(ii) of the definition of "Controlling Party" shall be effective only in respect of Collateral not subject to the lien of the First Lien Documents;
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Notice of an Actionable Event means (a) a certificate of any Holder that an Event of Default has occurred or (b) whether or not any certificate or notice thereof shall have been delivered to the Trustee, a Bankruptcy Event of Default. A Notice of an Actionable Event has been "given" (i) in the case of a Bankruptcy Event of Default, when such Bankruptcy Event of Default occurs or (ii) in the case of any other Notice of an Actionable Event, when the certificate referred to in clause (a) of the immediately preceding sentence has actually been received by a Responsible Officer of the Trustee. A Notice of an Actionable Event has been "rescinded" when, after a Notice of an Actionable Event (other than in connection with a Bankruptcy Event of Default) has been given, the Majority Holders have subsequently delivered to a Responsible Officer of the Trustee a certificate stating that such Event of Default has been waived or cured or when, after a Bankruptcy Event of Default, such Bankruptcy Event of Default is no longer continuing and a Responsible Officer of the Trustee has received a certificate to this effect from the Majority Holders or the Issuer, provided, that a Notice of an Actionable Event may not be rescinded without the consent of the Holders of all of the Notes unless all payments on account of the principal of and accrued and unpaid Additional Interest (and interest on accrued and unpaid Additional Interest) with respect to the Notes, other than amounts of principal of and accrued and unpaid Additional Interest (and interest on accrued and unpaid Additional Interest) with respect to any Outstanding Notes that have become due solely by reason of a declared acceleration as provided in Section 702 or interest thereon for any overdue payments of principal of or Additional Interest (and interest on accrued and unpaid Additional Interest), on the Notes, and an additional amount sufficient to reimburse the Holders for the reasonable costs and expenses incurred in connection with the giving and rescinding of any such Notice of an Actionable Event shall have been paid prior to the entry of any judgment in respect of such amounts. A Notice of an Actionable Event is "outstanding" at all times after such Notice of an Actionable Event has been given until such time, if any, as such Notice of an Actionable Event has been rescinded.
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Examples of Notice of an Actionable Event in a sentence

  • The Pledgor hereby authorizes and instructs any Issuer to comply with any instruction received by it from the Controlling Collateral Agent in writing that (a) states that a Notice of an Actionable Event has been given and is outstanding and (b) is otherwise in accordance with the terms of this Pledge Agreement and the Collateral Agency Agreement, without any other or further instructions from the Pledgor, and the Pledgor agrees that any Issuer shall be fully protected in so complying.

  • The undersigned will comply with any instruction received by it from the Controlling Collateral Agent that (a) states that a Notice of an Actionable Event has been given and remains outstanding and (b) is otherwise in accordance with the terms of the applicable Pledge Agreement and the Collateral Agency Agreement, without any other or further instructions from the Pledgor of its capital stock.

  • If a Notice of an Actionable Event shall have been given and be outstanding, the Trustee shall apply all or any of the monies in the Accounts in accordance with the express terms of the Indenture and in the order of priority set forth in Section 711.

  • Upon the request of the Controlling Collateral Agent at any time after a Notice of an Actionable Event has been given and remains outstanding, each Grantor shall notify account debtors on the Accounts to which such Grantor is a party and parties to the Contracts to which such Grantor is a party that such Accounts and Contracts have been assigned to the Controlling Collateral Agent and that payments in respect thereof shall be made directly to the Controlling Collateral Agent.

  • Please note that in March of each year positions become available.

  • Upon the request of the Controlling Collateral Agent at any time after a Notice of an Actionable Event has been given and remains outstanding, the Grantor shall notify account debtors on the Accounts to which the Grantor is a party and parties to the Contracts to which the Grantor is a party that such Accounts and Contracts have been assigned to the Controlling Collateral Agent and that payments in respect thereof shall be made directly to the Controlling Collateral Agent.

Related to Notice of an Actionable Event

  • Reportable Event means any of the events set forth in Section 4043(c) of ERISA, other than events for which the 30 day notice period has been waived.

  • infringement notice has the meaning set forth in Section 7.4.1;

  • Environmental Action means any action, suit, demand, demand letter, claim, notice of non-compliance or violation, notice of liability or potential liability, investigation, proceeding, consent order or consent agreement relating in any way to any Environmental Law, Environmental Permit or Hazardous Materials or arising from alleged injury or threat of injury to health, safety or the environment, including, without limitation, (a) by any governmental or regulatory authority for enforcement, cleanup, removal, response, remedial or other actions or damages and (b) by any governmental or regulatory authority or any third party for damages, contribution, indemnification, cost recovery, compensation or injunctive relief.

  • The Material/ Product means all the materials along with the accessories which the contractor is required to supply to the Bank under the Contract.

  • Potential Material Event means any of the following: (i) the possession by the Company of material information not ripe for disclosure in the Registration Statement, which shall be evidenced by determinations in good faith by the Board of Directors of the Company that disclosure of such information in the Registration Statement would be detrimental to the business and affairs of the Company, or (ii) any material engagement or activity by the Company which would, in the good faith determination of the Board of Directors of the Company, be adversely affected by disclosure in the Registration Statement at such time, which determination shall be accompanied by a good faith determination by the Board of Directors of the Company that the Registration Statement would be materially misleading absent the inclusion of such information.

  • Improper governmental action means any action by a district officer or employee:

  • Material Action means to consolidate or merge the Company with or into any Person, or sell all or substantially all of the assets of the Company, or to institute proceedings to have the Company be adjudicated bankrupt or insolvent, or consent to the institution of bankruptcy or insolvency proceedings against the Company or file a petition seeking, or consent to, reorganization or relief with respect to the Company under any applicable federal or state law relating to bankruptcy, or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of the Company or a substantial part of its property, or make any assignment for the benefit of creditors of the Company, or admit in writing the Company's inability to pay its debts generally as they become due, or take action in furtherance of any such action, or, to the fullest extent permitted by law, dissolve or liquidate the Company.

  • legal or administrative action means any legal proceeding or arbitration and any administrative or regulatory action or investigation;

  • Environmental Activity means any activity, event or circumstance in respect of a Contaminant, including, without limitation, its storage, use, holding, collection, purchase, accumulation, assessment, generation, manufacture, construction, processing, treatment, stabilization, disposition, handling or transportation, or its Release, escape, leaching, dispersal or migration into the natural environment, including the movement through or in the air, soil (land surface or subsurface strata), surface water or groundwater;

  • Intimidating, threatening, abusive, or harming conduct means, but is not limited to, conduct that does the following:

  • Responsible Respondent means a Respondent that has the capability in all material respects to perform the scope of work and specifications of the Contract. In determining whether a Respondent is a Responsible Respondent, the Agency may consider various factors including, but not limited to, the Respondent’s competence and qualifications to provide the goods or services requested, the Respondent’s integrity and reliability, the past performance of the Respondent and the best interest of the Agency and the State.

  • Product Complaint means any oral, electronic or written communication that alleges deficiencies related to the identity, quality, durability, reliability, safety, effectiveness or performance of a marketed product, including failure of the product, labelling or packaging to meet specifications, whether or not the product is related to or caused the alleged deficiency. A complaint may allege that an Adverse Event or Medical Device Malfunction (as defined herein) has occurred.

  • Notice in writing or written notice means a notice in writing, typed or printed matters sent (unless delivered personally or otherwise proved to have been received) by registered post to the last known private or business address or registered office of the addressee and shall be deemed to have been received in the ordinary course of post, it would have been delivered.

  • Potential Client means any person or entity to whom the Company has offered (by means of a personal meeting, telephone call, or a letter or written proposal specifically directed to the particular person or entity) to serve as investment adviser or to provide or distribute insurance products but which is not at such time an advisee, investment advisory or insurance customer, distributor or client of the Group or any person or entity for which a plan exists to make such an offer; persons or entities solicited or to be solicited solely by non-personalized form letters and blanket mailings are excluded from this definition;

  • Governmental Action means all authorizations, consents, approvals, waivers, exceptions, variances, orders, licenses, exemptions, publications, filings, notices to and declarations of or with any Governmental Authority (other than requirements the failure to comply with which will not affect the validity or enforceability of any Loan Document or have a material adverse effect on the transactions contemplated by any Loan Document or any material rights, power or remedy of any Person thereunder or any other action in respect of any Governmental Authority).

  • Environmental Actions means any complaint, summons, citation, notice, directive, order, claim, litigation, investigation, judicial or administrative proceeding, judgment, letter, or other communication from any Governmental Authority, or any third party involving violations of Environmental Laws or releases of Hazardous Materials from (a) any assets, properties, or businesses of any Borrower or any predecessor in interest, (b) from adjoining properties or businesses, or (c) from or onto any facilities which received Hazardous Materials generated by any Borrower or any predecessor in interest.

  • Reportable Use means (i) the installation or use of any above or below ground storage tank, (ii) the generation, possession, storage, use, transportation, or disposal of a Hazardous Substance that requires a permit from, or with respect to which a report, notice, registration or business plan is required to be filed with, any governmental authority, and (iii) the presence in, on or about the Premises of a Hazardous Substance with respect to which any Applicable Laws require that a notice be given to persons entering or occupying the Premises or neighboring properties. Notwithstanding the foregoing, Lessee may, without Lessor's prior consent, but upon notice to Lessor and in compliance with all Applicable Requirements, use any ordinary and customary materials reasonably required to be used by Lessee in the normal course of the Permitted Use, so long as such use is not a Reportable Use and does not expose the Premises or neighboring properties to any meaningful risk of contamination or damage or expose Lessor to any liability therefor. In addition, Lessor may (but without any obligation to do so) condition its consent to any Reportable Use of any Hazardous Substance by Lessee upon Lessee's giving Lessor such additional assurances as Lessor, in its reasonable discretion, deems necessary to protect itself, the public, the Premises and the environment against damage, contamination or injury and/or liability therefor, including but not limited to the installation (and, at Lessor's option, removal on or before Lease expiration or earlier termination) of reasonably necessary protective modifications to the Premises (such as concrete encasements) and/or the deposit of an additional Security Deposit under Paragraph 5 hereof.

  • Investigational Product means the Study Drug identified above and the control material, as further detailed in the Protocol;

  • Discontinuance Notice means the written Notice sent by the Billing Party to the other Party that notifies the Non- Paying Party that in order to avoid disruption or disconnection of the Interconnection Services, furnished under this Agreement, the Non-Paying Party must remit all Unpaid Charges to the Billing Party within fifteen (15) calendar days following receipt of the Billing Party’s Notice of Unpaid Charges.

  • Ministerial Action shall have the meaning set forth in Section 3.2.

  • Tax Filing Authorised Person means such person as any Director shall designate from time to time, acting severally.

  • Allegation means any written or oral statement or other indication of possible scholarly misconduct made to an institutional official.

  • Nonconformity or “Nonconformities” means any failure or failures of the Software to conform to the requirements of this Contract, including any applicable Documentation.

  • Unlicensed person means any person who is not a licensed dealer under this chapter.

  • Applicable Legal Requirements means all laws, statutes, ordinances, codes, orders, principles of common law, permits, judgments, directives and other requirements imposed by federal, state, municipal and other governmental authorities having competent jurisdiction over the subject matter, including, without limitation, applicable environmental laws.

  • Material Change in Formula means the occurrence since the Launch Date of a material change in the formula for, or the method of, calculating the Reference Price.