Permitted Reorganization Effective Date definition

Permitted Reorganization Effective Date means the date on which each of the conditions set forth in clauses (i) – (iii) of the definition of Permitted Reorganization shall have been satisfied and the Permitted Reorganization is consummated in accordance with the terms of this Agreement.
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Permitted Reorganization Effective Date means the time that the Permitted Reorganization becomes effective and all conditions provided in Article XII are satisfied or waived by the Agent.
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Permitted Reorganization Effective Date shall have the meaning provided in Section 5.10.
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Examples of Permitted Reorganization Effective Date in a sentence

  • Schedule 3.13(a) sets forth, as of the Permitted Reorganization Effective Date, the jurisdiction of incorporation or organization of each such Subsidiary, the percentage of the Company’s ownership of the outstanding Equity Interests of each Subsidiary directly owned by the Company, the percentage of each Subsidiary’s ownership of the outstanding Equity Interests of each other Subsidiary and the authorized, issued and outstanding Equity Interests of the Company and each Subsidiary.

  • Mxxxxxxxxxxxx 00 XX-0000 Xxxxxxxxxxxx, Xxxxxxxxxxx Attention: Executive Vice President and General Counsel Tel: +000 00-00-00-000 Fax: +000 00-00-00 or, if to the Parent Guarantor or Intermediate Guarantor on and after the Permitted Reorganization Effective Date, to its applicable address, set forth in the Permitted Reorganization joinder.

  • If at any time any payment of any such amount payable by the Borrower under any Loan Document is rescinded or must be otherwise restored or returned upon the insolvency, bankruptcy or reorganization of the Borrower or otherwise, the Parent Guarantor’s and, on and after the Permitted Reorganization Effective Date, the Intermediate Guarantor’s, obligations hereunder with respect to such payment shall be reinstated at such time as though such payment had been due but not made at such time.

  • OTC and Varistar hereby represent, confirm and warrant to the Agent and the Banks that the Permitted Reorganization Effective Date has occurred, substantially as described in Article XII of the Credit Agreement except for any requirement thereunder that have been waived in accordance with the terms of the Credit Agreement.

  • Upon failure by the Borrower to pay punctually any such amount when due as aforesaid, the Parent Guarantor and/or on and after the Permitted Reorganization Effective Date, Intermediate Guarantor shall forthwith on demand pay the amount not so paid at the place and in the manner specified in this Agreement.

  • The Banks agree that on the Permitted Reorganization Effective Date, the Agent is authorized to execute and deliver to Varistar Corporation, New OTC and the Parent both the Assumption and Release Agreement and the Parent Agreement Release, as agreement by the Banks and the Agent.

  • All payments made by the Parent Guarantor and, on and after the Permitted Reorganization Effective Date, the Intermediate Guarantor, pursuant to this Article VIII shall be made as provided under Section 2.13(a), and shall be subject to the provisions of Section 9.05.

  • The Parent Guarantor and, on and after the Permitted Reorganization Effective Date, the Intermediate Guarantor, hereby unconditionally and irrevocably guarantees the full and punctual payment in cash when due (whether at stated maturity, by mandatory prepayment, by acceleration or otherwise) of the principal of and interest on the Loans, the Notes and all other amounts whatsoever at any time or from time to time payable or becoming payable under this Agreement or the other Loan Documents.

  • Except as permitted to be issued or created pursuant to the terms hereof or as reflected on Schedule 3.13 (or Schedule 3.13(a) after the Permitted Reorganization Effective Date), there are no outstanding subscriptions, options, warrants, calls, or rights (including preemptive rights) to acquire, and no outstanding securities or instruments convertible into any Equity Interests of the Company, any Borrower or any Subsidiary.

  • The Parent Guarantor and, on and after the Permitted Reorganization Effective Date, the Intermediate Guarantor, irrevocably waives acceptance hereof, presentment, demand, protest and any notice not provided for herein, as well as any requirement that at any time any action be taken by any Person against the Borrower or any other Person.

Related to Permitted Reorganization Effective Date

  • Permitted Reorganization means re-organizations and other activities related to tax planning and re-organization, so long as, after giving effect thereto, the security interest of the Lenders in the Collateral, taken as a whole, is not materially impaired.

  • Pre-Acquisition Reorganization has the meaning set out in Section 6.8;

  • Release Effective Date means the date the Release becomes effective and irrevocable.

  • Transition Effective Date has the meaning set forth in Section II.D.3.

  • Pre-Closing Reorganization has the meaning set forth in the Recitals.

  • IPO Effective Date means the date upon which the Securities and Exchange Commission declares the initial public offering of the Company's common stock as effective.

  • Required Effective Date means the relevant Initial Required Effective Date or Increased Required Effective Date (as those terms are defined below).

  • Resignation Effective Date has the meaning specified in Section 9.06(a).

  • Make-Whole Acquisition means the occurrence, prior to any Conversion Date, of one of the following:

  • Change of Control Effective Date means the first date during the Change of Control Period (as defined in Section 7.2) on which a Change of Control occurs. Notwithstanding anything in this Agreement to the contrary, if a Change of Control occurs and if the Executive’s employment with the Company (or applicable affiliated company) is terminated prior to the date on which the Change of Control occurs, and if it is reasonably demonstrated by the Executive that such termination of employment (i) was at the request of a third party who has taken steps reasonably calculated to effect a Change of Control or (ii) otherwise arose in connection with or anticipation of a Change of Control, then for all purposes of this Agreement the “Change of Control Effective Date” shall mean the date immediately prior to the date of such termination of employment.

  • Merger Effective Date means the date on which the Merger is consummated.

  • Fundamental Change Effective Date means the date on which any Fundamental Change becomes effective.

  • Qualifying Acquisition has the meaning specified in Section 5.03.

  • Capital Reorganization has the meaning ascribed thereto in subsection 2.12(4);

  • Plan Effective Date means the “Effective Date” as defined in the Plan of Reorganization.

  • Acquisition Closing Date means the “Closing Date” as defined in the Acquisition Agreement.

  • Transfer Effective Date shall have the meaning set forth in each Commitment Transfer Supplement.

  • Acquisition Event means a merger or consolidation in which the Company is not the surviving entity, any transaction that results in the acquisition of all or substantially all of the Company’s outstanding Common Stock by a single person or entity or by a group of persons and/or entities acting in concert, or the sale or transfer of all or substantially all of the Company’s assets.

  • Stock Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such.

  • Share Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) of the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such.

  • Sale Transaction has the meaning set forth in Section 3(a).

  • Make-Whole Fundamental Change Effective Date means (A) with respect to a Make-Whole Fundamental Change pursuant to clause (A) of the definition thereof, the date on which such Make-Whole Fundamental Change occurs or becomes effective; and (B) with respect to a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof, the applicable Redemption Notice Date.

  • Extension Effective Date has the meaning specified in Section 2.06(c).

  • Early Opt-in Effective Date means, with respect to any Early Opt-in Election, the sixth (6th) Business Day after the date notice of such Early Opt-in Election is provided to the Lenders, so long as the Administrative Agent has not received, by 5:00 p.m. (New York City time) on the fifth (5th) Business Day after the date notice of such Early Opt-in Election is provided to the Lenders, written notice of objection to such Early Opt-in Election from Lenders comprising the Required Lenders.

  • Amendment No. 4 Effective Date has the meaning assigned to such term in Amendment No. 4.

  • Permitted Merger shall have the meaning set forth in Section 3.01.