Permitted Securities Condition definition

Permitted Securities Condition means a condition that is satisfied if (A) the Volcker Rule is repealed or (B) the Issuer and the Collateral Manager have received advice from nationally recognized counsel to the effect that either (x) assuming that the Issuer were a "covered fund" under the Volcker Rule, no Class of Secured Notes constitutes "ownership interests" in the Issuer under the Volcker Rule or (y) the Issuer is not a "covered fund" under the Volcker Rule.
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Permitted Securities Condition means, as of any date of determination, a condition that will be satisfied if:
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Permitted Securities Condition means, as of any date of determination, a condition that will be satisfied upon delivery to the Issuer, the Trustee and the Investment Manager of written consent from a Majority of the Controlling Class (such consent not to be unreasonably withheld) and satisfaction of each of the following: (a) the Issuer and the Investment Manager have received an opinion of counsel of national reputation experienced in such matters (together with an officer’s certificate of the Issuer or the Investment Manager to the Trustee (on which the Trustee may rely) that the opinion specified in this definition has been received by the Issuer and the Investment Manager) that (i) assuming the Issuer is a “covered fund,” none of the Rated Notes shall be considered an “ownership interest” therein (in each case, as such terms are defined for purposes of the Volcker Rule) or (ii) the Issuer will not be considered a “covered fund” and (b) any amendments or supplements to the Indenture that are necessary for the Issuer to receive the opinion described in clause (a) above shall have become effective in accordance with the terms of the Indenture.
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Examples of Permitted Securities Condition in a sentence

  • On any date prior to the date (if any) on which the Permitted Securities Condition is satisfied, Eligible Investments must be "cash equivalents" for purposes of the loan securitization exclusion from the Volcker Rule.

  • Probes: These questions are intended to be used to keep participants on topic or to help the participant find a place to start or transition to.

  • The Issuer will invest in a Portfolio of Collateral Debt Obligations consisting of Senior Secured Loans, Second Lien Loans, Mezzanine Loans, Unsecured Loans and, if the Permitted Securities Condition is satisfied, Senior Secured Floating Rate Notes, Non-Senior Secured Floating Rate Notes and High Yield Floating Rate Notes.

  • If the Permitted Securities Condition is satisfied, the Investment Manager on behalf of the Issuer may acquire and exercise Collateral Enhancement Obligations.

  • Prior to satisfaction of the Permitted Securities Condition, Eligible Investments shall exclude any investments not treated as "cash equivalents" for purposes of Section _.10(c)(8)(iii)(A) of the regulations implementing the Volcker Rule in accordance with any applicable interpretative guidance thereunder.

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  • Upon the written request of any (i) Holder shown on the Register and (ii) beneficial owner of a Note who has provided written notice to the Trustee in the form of Exhibit H, the Issuer (or, upon Issuer Order, the Trustee) shall provide a copy of the Opinion of Counsel (if any) described in the definition of Permitted Securities Condition to the requesting Person.

  • Section 8.3(d) shall be amended by inserting the following sentence immediately following the first sentence thereof: Notwithstanding the foregoing, the Issuer shall not enter into any Synthetic Secu- rity or other hedge, swap or derivative transaction unless the Permitted Securities Condition has been satisfied.

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  • Subsequently, the government and its agencies will develop policies that will enhance efficiency, transparency, objective and value for money, protection of public resources, improved supplier relationships and accountability which have a bearing on firm performance.


More Definitions of Permitted Securities Condition

Permitted Securities Condition. A condition that shall be satisfied with respect to any given category of investments or transactions of the Issuer if:
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Permitted Securities Condition means, as of any date of determination, a condition that will exist upon the satisfaction of the following: (i) the Collateral Manager certifies to the Trustee, based on the written advice of counsel, that: (a) assuming the Issuer is a "covered fund," none of the Secured Notes shall be considered an "ownership interest" therein (in each case, as such terms are defined for purposes of the Volcker Rule); or (b) either (1) the Issuer is exempt from registration under the Investment Company Act by virtue of Rule 3a-7 thereunder, or another exemption or exclusion from registration as an investment company under the Investment Company Act (other than Section 3(c)(1) or Section 3(c)(7) thereof) orAMR-470496-v15- 67 -80-40581655(2) the Issuer will otherwise not be considered a "covered fund" (as defined above); (ii) all amendments or supplements to the Indenture, if any, that are necessary for the CollateralManager to deliver the opinion of counsel described in clause (i) above shall have become effective in accordance with the terms of Article VIII of this Indenture; and (iii) the Majority of the Controlling Class consent in writing to the proposed application of the Permitted Securities Condition, such consent to be withheld only if it relates to the Volcker Rule.
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Permitted Securities Condition means, as of any date of determination, a condition that will be satisfied with respect to the proposed acquisition of a specified type of Collateral Debt Obligation or Eligible Investment, as applicable, if both: (a) the Issuer and the Collateral Manager have received written advice of counsel of national reputation experiencedin such matters (together with an Officer's Certificate of the Issuer or the Collateral Manager to the Trustee (on which the Trustee may rely) that the advice specified in this definition has been received by the Issuer and the Collateral Manager) that: (i) assuming the Issuer is a "covered fund," none of the Secured Notes shall be considered an "ownership interest" therein (in each case, as such terms are defined for purposes of the Volcker Rule), or (ii) either (A) the Issuer is exempt from registration under the Investment Company Act by virtue of Rule 3a- 7 thereunder or another exemption or exclusion from registration as an investment company under the Investment Company Act (other than Section 3(c)(7) or Section 3(c)(1) thereof) or(B) assuming that the Collateral Debt Obligation or Eligible Investment is acquired, the Issuer will otherwise not be considered a "covered fund" (as defined above), and (b) all amendments or supplements to the Indenture, if any, that are necessary for the Issuer to receive the advice described in clause (a) above shall have become effective in accordance with the terms thereof.
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Related to Permitted Securities Condition

  • Permitted Securities means any of the following:

  • Permitted Security means any Security:

  • Permitted Notes means (i) unsecured senior or senior subordinated debt securities of the Borrower, (ii) debt securities of the Borrower that are secured by a Lien on the Collateral ranking junior to the Liens securing the Obligations pursuant to a Second Lien Intercreditor Agreement or (iii) debt securities of the Borrower that are secured by a Lien ranking pari passu with the Liens securing the Obligations pursuant to a First Lien Intercreditor Agreement; provided that (a) in the case of debt securities issued in reliance on Section 7.03(s)(iii), such debt securities are issued for cash consideration, (b) the terms of such debt securities do not provide for any scheduled repayment, mandatory redemption or sinking fund obligations prior to the Maturity Date of the Term Facility (other than customary offers to repurchase upon a change of control, asset sale or event of loss and customary acceleration rights after an event of default), (c) the covenants, events of default, guarantees, collateral and other terms of which (other than interest rate and redemption premiums), taken as a whole, are not more restrictive to the Borrower and the Restricted Subsidiaries than those in this Agreement; provided that a certificate of a Responsible Officer of the Borrower delivered to the Administrative Agent at least three Business Days (or such shorter period as the Administrative Agent may reasonably agree) prior to the incurrence of such debt securities, together with a reasonably detailed description of the material terms and conditions of such debt securities or drafts of the documentation relating thereto, stating that the Borrower has determined in good faith that such terms and conditions satisfy the foregoing requirement shall be conclusive evidence that such terms and conditions satisfy the foregoing requirement, (d) at the time that any such Permitted Notes are issued (and after giving effect thereto) no Event of Default shall exist, (e) the Borrower shall be in compliance with the covenants set forth in Section 7.11 determined on a Pro Forma Basis as of the last day of the most recently ended Test Period for which financial statements were required to have been delivered pursuant to Section 6.01(a) or (b), as applicable (or if no Test Period cited in Section 7.11 has passed, the covenants in Section 7.11 for the first Test Period cited in such Section shall be satisfied as of the last four quarters ended), in each case, as if such Permitted Notes had been outstanding on the last day of such four quarter period, and (f) no Subsidiary of the Borrower (other than a Guarantor) shall be an obligor and no Permitted Notes shall be secured by any collateral other than the Collateral.

  • Restricted Security has the meaning assigned to such term in Rule 144(a)(3) under the Securities Act; provided, however, that the Trustee shall be entitled to receive, at its request, and conclusively rely on an Opinion of Counsel with respect to whether any Note constitutes a Restricted Security.

  • Restricted Securities Certificate means a certificate substantially in the form set forth in Annex B.

  • Exempted Securities means:

  • securities contract — ‘‘(A) means—

  • Permitted Securitization means, for any Borrower and its Subsidiaries, any sale, assignment, conveyance, grant and/or contribution, or series of related sales, assignments, conveyances, grants and/or contributions, by such Borrower or any of its Subsidiaries of Receivables (or purported sale, assignment, conveyance, grant and/or contribution) to a trust, corporation or other entity, where the purchase of such Receivables may be funded or exchanged in whole or in part by the incurrence or issuance by the applicable Securitization SPV, if any, of Indebtedness or securities (such Indebtedness and securities being “Attributable Securitization Obligations”) that are to be secured by or otherwise satisfied by payments from, or that represent interests in, the cash flow derived primarily from such Receivables (provided, however, that “Indebtedness” as used in this definition shall not include Indebtedness incurred by a Securitization SPV owed to any Borrower or any of its Subsidiaries, which Indebtedness represents all or a portion of the purchase price or other consideration paid by such Securitization SPV for such receivables or interests therein), where (i) any representation, warranty, covenant, recourse, repurchase, hold harmless, indemnity or similar obligations of such Borrower or any of its Subsidiaries, as applicable, in respect of Receivables sold, assigned, conveyed, granted or contributed, or payments made in respect thereof, are customary for transactions of this type, and do not prevent the characterization of the transaction as a true sale under Applicable Laws (including debtor relief laws) and (ii) any representation, warranty, covenant, recourse, repurchase, hold harmless, indemnity or similar obligations of any Securitization SPV in respect of Receivables sold, assigned, conveyed, granted or contributed or payments made in respect thereof, are customary for transactions of this type.

  • Transfer Restricted Securities means securities that bear or are required to bear the legend set forth in Section 2.06 hereof.

  • Permitted Convertible Notes means any unsecured notes issued by the Company in accordance with the terms and conditions of Section 6.01 that are convertible into a fixed number (subject to customary anti-dilution adjustments, “make-whole” increases and other customary changes thereto) of shares of common stock of the Company (or other securities or property following a merger event or other change of the common stock of the Company), cash or any combination thereof (with the amount of such cash or such combination determined by reference to the market price of such common stock or such other securities); provided that, the Indebtedness thereunder must satisfy each of the following conditions: (i) both immediately prior to and after giving effect (including pro forma effect) thereto, no Default or Event of Default shall exist or result therefrom, (ii) such Indebtedness matures after, and does not require any scheduled amortization or other scheduled or otherwise required payments of principal prior to, and does not permit any Loan Party to elect optional redemption or optional acceleration that would be settled on a date prior to, the date that is six (6) months after the Maturity Date (it being understood that neither (x) any provision requiring an offer to purchase such Indebtedness as a result of change of control or other fundamental change (which change of control or other fundamental change, for the avoidance of doubt, constitutes a “Change of Control” hereunder), which purchase is settled on a date no earlier than the date twenty (20) Business Days following the occurrence of such change of control or other fundamental change nor (y) any early conversion of any Permitted Convertible Notes in accordance with the terms thereof, in either case, shall violate the foregoing restriction), (iii) such Indebtedness is not guaranteed by any Subsidiary of the Company other than the Subsidiary Borrowers or Subsidiary Guarantors (which guarantees, if such Indebtedness is subordinated, shall be expressly subordinated to the Secured Obligations on terms not less favorable to the Lenders than the subordination terms of such Subordinated Indebtedness), (iv) any cross-default or cross-acceleration event of default (each howsoever defined) provision contained therein that relates to indebtedness or other payment obligations of any Loan Party (such indebtedness or other payment obligations, a “Cross-Default Reference Obligation”) contains a cure period of at least thirty (30) calendar days (after written notice to the issuer of such Indebtedness by the trustee or to such issuer and such trustee by holders of at least 25% in aggregate principal amount of such Indebtedness then outstanding) before a default, event of default, acceleration or other event or condition under such Cross-Default Reference Obligation results in an event of default under such cross-default or cross-acceleration provision and (v) the terms, conditions and covenants of such Indebtedness must be customary for convertible Indebtedness of such type (as determined by the board of directors of the Company, or a committee thereof, in good faith).

  • Permitted Securitization Financing means one or more transactions pursuant to which (i) Securitization Assets or interests therein are sold or transferred to or financed by one or more Special Purpose Securitization Subsidiaries, and (ii) such Special Purpose Securitization Subsidiaries finance (or refinance) their acquisition of such Securitization Assets or interests therein, or the financing thereof, by selling or borrowing against Securitization Assets (including conduit and warehouse financings) and any Hedging Agreements entered into in connection with such Securitization Assets; provided, that recourse to the Borrower or any Subsidiary (other than the Special Purpose Securitization Subsidiaries) in connection with such transactions shall be limited to the extent customary (as determined by the Borrower in good faith) for similar transactions in the applicable jurisdictions (including, to the extent applicable, in a manner consistent with the delivery of a “true sale”/“absolute transfer” opinion with respect to any transfer by the Borrower or any Subsidiary (other than a Special Purpose Securitization Subsidiary).

  • Approved Securities means securities of any State Government or of the Central Government and such bonds, both the principal whereof and the interest whereon shall have been fully and unconditionally guaranteed by any such Government;

  • Unrestricted Securities with respect to any series of Securities, means a Security (i) effectively registered under the Securities Act and disposed of in accordance with a registration statement with respect to such series or (ii) distributed to the public pursuant to Rule 144 under the Securities Act or any similar provision then in force.

  • Unrestricted Securities Certificate means a certificate substantially in the form set forth in Annex C.

  • Transfer-Restricted Security means any Security that constitutes a “restricted security” (as defined in Rule 144); provided, however, that such Security will cease to be a Transfer-Restricted Security upon the earliest to occur of the following events:

  • Hague Securities Convention means The Convention on the Law Applicable to Certain Rights in Respect of Securities Held with an Intermediary (Concluded 5 July 2006), which became effective in the United States of America on April 1, 2017.

  • Permitted Debt Exchange Notes shall have the meaning provided in Section 2.15(a).

  • Permitted Security Interests means (i) any Security Interest for taxes, assessments or governmental charges or levies which relate to obligations not yet due and delinquent, (ii) easements, servitudes, encroachments and other minor imperfections of title which do not, individually or in the aggregate, detract from the value of or impair the use or marketability of any real property, and (iii) undetermined or inchoate Security Interests arising or potentially arising under statutory provisions which have not at the relevant time been filed or registered in accordance with applicable laws or of which written notice has not been given in accordance with applicable laws;

  • Permitted Securitization Documents means all documents and agreements evidencing, relating to or otherwise governing a Permitted Securitization Financing.

  • Securities Collateral means, collectively, the Pledged Securities, the Intercompany Notes and the Distributions.

  • Securities Lending Agreement means an agreement under which a local agency agrees to transfer securities to a borrower who, in turn, agrees to provide collateral to the local agency. During the term of the agreement, both the securities and the collateral are held by a third party. At the conclusion of the agreement, the securities are transferred back to the local agency in return for the collateral.

  • securities financing transaction or 'SFT' means a repurchase transaction, a securities or commodities lending or borrowing transaction, or a margin lending transaction;

  • Permitted Investor means collectively, Energy Capital Partners III, LP, Energy Capital Partners III-A, LP, Energy Capital Partners III-B, LP, Energy Capital Partners III-C, LP and Energy Capital Partners-D, LP, Quantum Strategic Partners, and each of their Permitted Transferees (as defined in the Investors Agreement, dated as of March 29, 2018, by and among the Parent and the other signatories thereto).

  • Released Securities means Shares of Restricted Stock with respect to which all applicable restrictions have expired, lapsed, or been waived.

  • Real Estate-Related Securities shall have the meaning set forth in the Charter.

  • Controlling Note means Note A-1.