Optional Deferral Provision means, as to any Qualifying Capital Securities, a provision in the terms thereof or of the related transaction agreements to the effect that:
Optional Deferral Provision means, as to any security or combination of securities, a provision in the terms thereof or of the related transaction agreements, to the effect that the issuer thereof may, in its sole discretion, defer in whole or in part payment of Distributions on such securities for one or more consecutive Distribution Periods of up to ten years without any remedy other than Permitted Remedies as a result of such issuer’s failure to pay Distributions.
Optional Deferral Provision means, as to any securities, provisions in the terms thereof or of the related transaction agreements to the effect of either (a) or (b) below:
Examples of Optional Deferral Provision in a sentence
No remedy other than Permitted Remedies will arise by the terms of such securities or related transaction agreements in favor of the holders of such securities as a result of the issuer’s failure to pay Distributions because of the Mandatory Trigger Provision or as a result of the issuer’s exercise of its right under an Optional Deferral Provision until Distributions have been deferred for one or more Distribution Periods that total together at least ten years.
More Definitions of Optional Deferral Provision
Optional Deferral Provision means, as to any securities, a provision in the terms thereof or of the related transaction agreements to the following effect:
Optional Deferral Provision means, as to any securities or combination of securities (together in this definition, “securities”), a provision in the terms thereof or of the related transaction agreements to the effect that the issuer of such securities may in its sole discretion, or shall in response to a directive or order from the Federal Reserve, defer or skip in whole or in part payment of distributions on such securities for one or more consecutive distribution periods of up to ten years without any remedy other than permitted remedies.
Optional Deferral Provision means, as to any security or combination of securities, a provision in the terms thereof or of the related transaction agreements that permits Morgan Stanley, in its sole discretion, to defer in whole or in part payment of distributions on such securities for one or more consecutive distribution periods of up to ten years without any remedy other than permitted remedies as a result of Morgan Stanley’s failure to pay distributions.
Optional Deferral Provision means, as to any securities, a provision in the terms thereof or of the related transaction agreements that contains the following:
Optional Deferral Provision means, as to any security or combination of securities, a provision in the terms thereof or of the related transaction agreements that permits the issuer, in its sole discretion, to defer in whole or in part payment of Distributions on such securities for one or more Distribution Periods (whether or not consecutive) that together total at least ten years without any remedy other than Permitted Remedies arising by the terms of such securities or related transaction agreements in favor of the holders of such securities as a result of the issuer’s failure to pay Distributions; provided that, if such securities also include a Mandatory Deferral Provision, such ten years shall be calculated after giving effect to all such deferral pursuant to both the Mandatory Deferral Provision and the Optional Deferral Provision.
Optional Deferral Provision means, as to any security or combination of securities, a provision in the terms thereof or of the related transaction agreements that permits the issuer, in its sole discretion, to defer in whole or in part payment of Distributions on such securities for one or more Distribution Periods (whether or not consecutive) that together total at least ten years without any remedy other than Permitted Remedies arising by the terms of such securities or related transaction agreements in favor of the holders of such securities as a result of the issuer’s failure to pay Distributions; provided that, if such securities also include a Mandatory Trigger Provision, such ten years shall be calculated after giving effect to all such deferral pursuant to both the Mandatory Trigger Provision and the Optional Deferral Provision.
Optional Deferral Provision means, as to any security or combination of securities, a provision in the terms thereof or of the related transaction agreements, to the effect that the issuer thereof may, in its sole discretion, defer in whole or in part payment of Distributions on such securities for one or more consecutive Distribution Periods of up to ten years without any remedy other than Permitted Remedies as a result of such issuer's failure to pay Distributions. "Parent" shall mean (i) the Guarantor, (ii) any successor guarantor of the Subordinated Debentures or (iii) any direct or indirect parent company of the Guarantor or such successor guarantor. "Permitted Remedies" means, as to any security or combination of securities, any one or more of (i) rights in favor of the holders thereof permitting such holders to elect one or more directors of the issuer or its direct or indirect parent company (including any such rights required by the listing requirements of any stock or securities exchange on which such securities may be listed or traded), (ii) complete or partial prohibitions on the issuer paying Distributions on or repurchasing Common Stock or other securities that rank pari passu with or junior as to Distributions to such securities for so long as Distributions on such securities, including deferred Distributions, have not been paid in full or to such lesser extent as may be specified in the terms of such securities, and (iii) provisions obliging the issuer to cause such unpaid Distributions to be paid in full pursuant to an Alternative Payment Mechanism. "Person" means any individual, corporation, partnership, joint venture, trust, limited liability company or corporation, unincorporated organization or government or any agency or political subdivision thereof. "Preferred Cap" has the meaning specified in the definition of Alternative Payment Mechanism. "Purchase Restriction" has the meaning specified in the definition of Alternative Payment Mechanism. "Qualifying Capital Securities" means securities (other than Common Stock, Rights to acquire Common Stock, Mandatorily Convertible Preferred Stock and Debt Exchangeable for Equity) that rank pari passu with or junior to the Most Junior Subordinated Debt of the issuer upon its liquidation, dissolution or winding up and, in the determination of the Board of Directors reasonably construing the definitions and other terms of this Replacement Capital Covenant, meet one of the following criteria: