Option Condition definition

Option Condition means: (i) a failure of the Transferee to indemnify an Indemnified Party as required by Clause 4.3, or (ii) a default of the Company or the Transferee of any obligation in connection with which a Security Interest has been granted over the Sale Shares;
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Option Condition has the meaning ascribed in Clause 10.1.1.
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Option Condition has the meaning given in section 4.1;
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Examples of Option Condition in a sentence

  • On the due date for final redemption of any Note pursuant to Condition 8.2 (Mandatory Redemption in part) or early redemption of such Note pursuant to Condition 8.6 (Redemption – Clean-Up Call Option), Condition 8.7 (Optional Redemption – Prepayment Call), Condition 8.8 (Optional Redemption – Tax Call) or Condition 12 (Events of Default), all unmatured Coupons relating thereto (whether or not still attached) shall become void and no payment will be made in respect thereof.

  • Return: Payment in case of termination of the Hedging Options: After the Issuer accepts the offer of termination by a Hedging Option Holder, the Issuer shall transfer the termination value as determined in accordance with Hedging Option Condition (8) (a) to the specified account of the Hedging Option Holder as communicated by the Hedging Option Holder no later than 7 business days after the termination date.

  • The Hedging Option Holder should thereby note that, in respect of a Termination of its Hedging Options in accordance with Hedging Option Condition (8), it only has a right to offer the Hedging Option(s) for Termination, but that the relevant Issuer has no obligation to accept and process its Termination Order for the relevant Hedging Option(s).

  • Any expenditures incurred to satisfy the Second Option Condition above the Option Expenditure Threshold will be assumed by NMG, and unless otherwise mutually agreed to by the parties in writing, a failure by NMG to satisfy the Second Option Condition prior to the Option Deadline will be deemed to be an election by NMG not to have exercised its option to become the owner of a 51% interest in the Property and will result in the automatic termination of the Option and JV Agreement.

  • If Sellers at any time believe that the Second Put Option Condition has been satisfied and Sellers’ Representative has not received a Second Put Option Notice, the Sellers’ Representative shall deliver a notice of such achievement to Purchaser no later than thirty (30) days after the expiration of the Second Put Option Period (the “Second Put Option Dispute Notice,” and together with any Pre-Closing Milestone Dispute Notice and any Post-Closing Milestone Dispute Notice, a “Dispute Notice”).

  • Put/Call Options:[Put Option/ Call Option (Condition 6(c)(i))/ Clean-Up Call Option (Condition6(c)(iv))/ Redemption at the Option of the Issuer in the event of a Rate of Interest Increase Event/ Make- Whole Redemption [(further particulars specified below)] / Not Applicable]12.

  • Purchaser, on the one hand, and the Sellers’ Representative, on the other, shall attempt in good faith to resolve within fifteen (15) days of the receipt by Purchaser of the Second Put Option Dispute Notice whether the Second Put Option Condition has been satisfied.

  • Return: payment in case of termination of the Hedging Options: After the Issuer accepts the offer of termination by a Hedging Option Holder, the Issuer shall transfer the termination value as determined in accordance with Hedging Option Condition (8) (a) to the specified account of the Hedging Option Holder as communicated by the Hedging Option Holder no later than 7 business days after the termination date.

  • Immediately after the referred general assembly, Xxxxxx shall inform, in writing, each one of the Original Shareholders about the implementation or not of the Option Condition.

  • If Sellers’ Representative fails to deliver the Second Put Option Dispute Notice within thirty (30) days following the expiration of the Second Put Option Period, it shall be definitively determined that the Second Put Option Condition has not been satisfied.


More Definitions of Option Condition

Option Condition means either of the following conditions: (a) Licensee has a principal place of business in Philadelphia, PA; or (b) Licensee has had an initial public offering or has been acquired by a non-Affiliated Third Party.
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Option Condition means the Company's financial performance achievin ---------------- net income, calculated on a cash basis utilizing the principles used to calculate the items of income and expense set forth in the Company's Year 1 Projected Income Statement (a copy of which is attached hereto as Exhibit O-1), ----------- of at least $633,660 for the one year period ending on the first anniversary of the Initial Financing Date.
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Option Condition has the meaning given in Schedule 20. Option Notice Service Date has the meaning given in Schedule 20. Option Period has the meaning given in Schedule 20 or the meaning given in an Asset Lease Side Deed, as the context permits or requires.
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Related to Option Condition

  • Termination Conditions means, collectively, (a) the payment in full in cash of the Obligations (other than (i) contingent indemnification obligations not then due and (ii) Obligations under Secured Hedge Agreements and Secured Cash Management Agreements) and (b) the termination of the Commitments and the termination or expiration of all Letters of Credit under this Agreement (unless the Outstanding Amount of the L/C Obligations related thereto has been Cash Collateralized on terms reasonably acceptable to the applicable Issuing Bank, backstopped by a letter of credit reasonably satisfactory to the applicable Issuing Bank or deemed reissued under another agreement reasonably acceptable to the applicable Issuing Bank).

  • Extension Conditions Defined in Section 3.06(a).

  • Minimum Extension Condition has the meaning specified in Section 2.15(b).

  • Change in condition means a change in physical condition of the employee as well as any change

  • Extension Minimum Condition means a condition to consummating any Extension that a minimum amount (to be determined and specified in the relevant Extension Request, in the Borrower’s sole discretion) of any or all applicable Classes be submitted for Extension.

  • Minimum Condition has the meaning set forth in Annex I.

  • Litigation Conditions has the meaning set forth in Section 11.3.

  • Early Termination Conditions means the types of conditions listed in Schedule A.

  • Step Down Conditions As of any Distribution Date on which any decrease in any Senior Prepayment Percentage may apply, (i) the outstanding Principal Balance of all Mortgage Loans 60 days or more Delinquent (including Mortgage Loans in REO and foreclosure), averaged over the preceding six month period, as a percentage of the aggregate of the Class Certificate Principal Balances of the Classes of Subordinate Certificates on such Distribution Date, does not equal or exceed 50% and (ii) cumulative Realized Losses with respect to all of the Mortgage Loans do not exceed: · for any Distribution Date on or after the seventh anniversary until the eighth anniversary of the first Distribution Date, 30% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, · for any Distribution Date on or after the eighth anniversary until the ninth anniversary of the first Distribution Date, 35% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, · for any Distribution Date on or after the ninth anniversary until the tenth anniversary of the first Distribution Date, 40% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, · for any Distribution Date on or after the tenth anniversary until the eleventh anniversary of the first Distribution Date, 45% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, and · for any Distribution Date on or after the eleventh anniversary of the first Distribution Date, 50% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date.

  • Minimum Tender Condition shall have the meaning provided in Section 2.15(b).

  • Redemption Conditions means, with respect to any payment of cash in respect of the principal amount of any Permitted Convertible Debt, satisfaction of each of the following events: (a) no Default or Event of Default shall exist or result therefrom, and (b) both immediately before and at all times after such redemption, Borrower’s Qualified Cash shall be no less than the sum of 150% of the outstanding Secured Obligations plus the Qualified Cash A/P Amount.

  • Qualifying condition means a condition described in Section 26-61a-104.

  • Distribution Conditions means, with respect to any Restricted Payment or Restricted Junior Debt Prepayment, the following:

  • Offer Conditions has the meaning set forth in Section 1.01(b).

  • Equity Conditions Measuring Period means each day during the period beginning twenty (20) Trading Days prior to the applicable date of determination and ending on and including the applicable date of determination.

  • Payment Condition shall be deemed to be satisfied in connection with a Restricted Payment, Restricted Debt Payment, investment or Permitted Acquisition if:

  • Performance Condition means any performance condition imposed under rule 4.1 (Performance Conditions);

  • Acceptance Condition means the acceptance condition to any Offer;

  • LC Conditions has the meaning given to such term in Section 2.9.

  • Maximum Tender Condition has the meaning specified in Section 2.17(b).

  • Equity Conditions Failure means that on any applicable date the Equity Conditions have not been satisfied (or waived in writing by the Holder).

  • Release Condition means the following:

  • Second Extension Option shall have the meaning set forth in Section 2.6.1 hereof.

  • Equity Conditions means, during the period in question, (a) the Company shall have duly honored all conversions and redemptions scheduled to occur or occurring by virtue of one or more Notices of Conversion of the Holder, if any, (b) the Company shall have paid all liquidated damages and other amounts owing to the Holder in respect of this Note, (c)(i) there is an effective Registration Statement pursuant to which the Holder is permitted to utilize the prospectus thereunder to resell all of the shares of Common Stock issuable pursuant to the Transaction Documents (and the Company believes, in good faith, that such effectiveness will continue uninterrupted for the foreseeable future) or (ii) all of the Conversion Shares issuable pursuant to the Transaction Documents (and shares issuable in lieu of cash payments of interest) may be resold pursuant to Rule 144 without volume or manner-of-sale restrictions or current public information requirements as determined by the counsel to the Company as set forth in a written opinion letter to such effect, addressed and acceptable to the Transfer Agent and the Holder, (d) the Common Stock is trading on a Trading Market and all of the shares issuable pursuant to the Transaction Documents are listed or quoted for trading on such Trading Market (and the Company believes, in good faith, that trading of the Common Stock on a Trading Market will continue uninterrupted for the foreseeable future), (e) there is a sufficient number of authorized but unissued and otherwise unreserved shares of Common Stock for the issuance of all of the shares then issuable pursuant to the Transaction Documents, (f) there is no existing Event of Default and no existing event which, with the passage of time or the giving of notice, would constitute an Event of Default, (g) the issuance of the shares in question (or, in the case of an Optional Redemption or Monthly Redemption, the shares issuable upon conversion in full of the Optional Redemption Amount or Monthly Redemption Amount) to the Holder would not violate the limitations set forth in Section 4(d) and Section 4(e) herein, (h) there has been no public announcement of a pending or proposed Fundamental Transaction or Change of Control Transaction that has not been consummated, (i) the applicable Holder is not in possession of any information provided by the Company, any of its Subsidiaries, or any of their officers, directors, employees, agents or Affiliates, that constitutes, or may constitute, material non-public information, (j) for each of the twenty (20) Trading Days prior to the applicable date in question, the closing price of the Common Stock on the principal Trading Market is at least equal to the Floor Price plus an eight percent (8%) premium (as defined below), (k) the average daily dollar volume of for the Common Stock on the principal Trading Market for the twenty (20) Trading Days prior to the applicable date in question exceeds $200,000, and (l) the Company has timely filed (exclusive of any grace period) all of its SEC Reports during the time period in question. 3

  • Acute condition means that the individual is medically unstable. Such an individual requires frequent monitoring by medical professionals, such as physicians and registered nurses, in order to maintain his or her health status.

  • Rating Condition has the meaning specified in Section 2.06(c)(ii).