Qualifying Guarantees definition

Qualifying Guarantees means guarantees permitted or not prohibited to be given by the Italian Guarantor under the Senior Revolving Credit Facilities Agreement, the Senior Term Loan Facility Agreement and the Relevant Notes (including any Additional Notes), copies of which have been provided to the Security Agent, with respect to indebtedness which is permitted or not prohibited to be incurred by the Issuer and any Subsidiary of the Issuer under the Senior Revolving Credit Facilities Agreement, the Senior Term Loan Facility Agreement and the Relevant Notes (including any Additional Notes) and which contain a limitation equivalent to the limitation in the Guarantee of the Italian Guarantor (as certified by the Issuer to the Security Agent).
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Qualifying Guarantees means guarantees permitted or not prohibited to be given by the Italian Guarantor under the Revolving Credit Facilities Agreement, the Senior Term Loan Agreement and the Relevant Notes (or any additional notes issued by Holdco), copies of which have been provided to the Security Agent, in respect of indebtedness which is permitted or not prohibited to be incurred by Holdco and any Holdco Subsidiary under the Revolving Credit Facilities Agreement, the Senior Term Loan Agreement and the Relevant Notes (or any additional notes issued by Holdco) and which contain a limitation equivalent to the limitation in this Section 6(b) (as certified by Holdco to the Security Agent);
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Qualifying Guarantees means guarantees permitted or not prohibited to be given by the Italian Guarantor under the Revolving Credit Facilities Agreement, the Senior Term Loan Agreement and the Relevant Notes (or any additional notes issued by the Issuer), copies of which have been provided to the Security Agent, in respect of indebtedness which is permitted or not prohibited to be incurred by the Issuer and any Subsidiary of the Issuer under the Revolving Credit Facilities Agreement, the Senior Term Loan Agreement and the Relevant Notes (or any additional notes issued by the Issuer) and which contain a limitation equivalent to the limitation in this Clause 4.13 (Italian Guarantor Limitations) (as certified by the Issuer to the Security Agent);
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Examples of Qualifying Guarantees in a sentence

  • Outstanding Principal Balance" and "Due and Payable Amount" when used in connection with Qualifying Guarantees are to be interpreted to be the “Outstanding Principal Balance” and “Due and Payable Amount”, as applicable, of the Underlying Obligation which is supported by a Qualifying Guarantee.

  • The Transporter’s requirements with respect to the form and content of Letters of Credit, Account Charge, Deposit Agreement, Qualifying Guarantees and other forms of Security Cover may change over time to reflect, among other things, changes in applicable law and regulation and market practice.

  • Qualifying Guarantees shall exclude any arrangement (i) structured as a surety bond, financial guarantee insurance policy, letter of credit or equivalent legal arrangement or (ii) pursuant to the terms of which the payment obligations of the Reference Entity can be discharged, reduced or otherwise altered or assigned (other than by operation of law) as a result of the occurrence or non-occurrence of an event or circumstance (other than payment).

  • The Transporter’s requirements with respect to the form and content of Letters of Credit, Term Deposit Agreements, Demand Deposit Agreements, Qualifying Guarantees, Account Charges and for documents governing or evidencing other forms of Security Cover (together, the “Security Documents”) may change over time to reflect, amongst other things, changes in applicable law and regulation and market practice.

  • Clarification of Independent Security • Independent Security can only be provided by entities other than a “Qualifying Company” ( Parent Companies)Description of Issue or Defect that Proposed Amendment seeks to Address (mandatory by proposer): There are currently several issues with the application of Qualifying Guarantees in the security arrangements, these are; • They are treated as a collateral tool and not an allowance.

  • The Transporter’s requirements with respect to the form and content of Letters of Credit, Term Deposit Agreements, Demand Deposit Agreements, Qualifying Guarantees and for documents governing or evidencing other forms of Security Cover (together, the “Security Documents”) may change over time to reflect, amongst other things, changes in applicable law and regulation and market practice.

Related to Qualifying Guarantees

  • Qualifying Guarantee means an arrangement evidenced by a written instrument pursuant to which a Reference Entity irrevocably agrees (by guarantee of payment or equivalent legal arrangement) to pay all amounts due under an obligation (the “Underlying Obligation”) for which another party is the obligor (the “Underlying Obligor”). Qualifying Guarantees shall exclude any arrangement (i) structured as a surety bond, financial guarantee insurance policy, letter of credit or equivalent legal arrangement or (ii) pursuant to the terms of which the payment obligations of the Reference Entity can be discharged, reduced or otherwise altered or assigned (other than by operation of law) as a result of the occurrence or non-occurrence of an event or circumstance (other than payment). The benefit of a Qualifying Guarantee must be capable of being delivered together with the delivery of the Underlying Obligation.

  • Non-Paying Guarantor has the meaning assigned to such term in Section 10.11.

  • Funding Guarantors as defined in Section 7.2.

  • Funding Guarantor as defined in Section 7.2.

  • Excess Funding Guarantor means, in respect of any Guaranteed Obligations, a Subsidiary Guarantor that has paid an amount in excess of its Pro Rata Share of such Guaranteed Obligations, (ii) “Excess Payment” means, in respect of any Guaranteed Obligations, the amount paid by an Excess Funding Guarantor in excess of its Pro Rata Share of such Guaranteed Obligations and (iii) “Pro Rata Share” means, for any Subsidiary Guarantor, the ratio (expressed as a percentage) of (x) the amount by which the aggregate fair saleable value of all properties of such Subsidiary Guarantor (excluding any shares of stock or other equity interest of any other Subsidiary Guarantor) exceeds the amount of all the debts and liabilities of such Subsidiary Guarantor (including contingent, subordinated, unmatured and unliquidated liabilities, but excluding the obligations of such Subsidiary Guarantor hereunder and any obligations of any other Subsidiary Guarantor that have been Guaranteed by such Subsidiary Guarantor) to (y) the amount by which the aggregate fair saleable value of all properties of the Borrower and all of the Subsidiary Guarantors exceeds the amount of all the debts and liabilities (including contingent, subordinated, unmatured and unliquidated liabilities, but excluding the obligations of the Obligors hereunder) of the Borrower and all of the Subsidiary Guarantors, determined (A) with respect to any Subsidiary Guarantor that is a party hereto on the date hereof, as of the date hereof, and (B) with respect to any other Subsidiary Guarantor, as of the date such Subsidiary Guarantor becomes a Subsidiary Guarantor hereunder.

  • Paying Guarantor has the meaning assigned to such term in Section 10.11.

  • Contributing Guarantors as defined in Section 7.2.

  • Subsidiary Guarantees means the guarantees of each Subsidiary Guarantor as provided in Article Thirteen.

  • Subsidiary Guaranties means the Domestic Subsidiary Guaranty and each Foreign Subsidiary Guaranty.

  • Note Guarantee means the Guarantee by each Guarantor of the Company’s obligations under this Indenture and the Notes, executed pursuant to the provisions of this Indenture.

  • Note Guarantees means the Guarantees of the Initial Notes and any Additional Notes.

  • Note Guaranty means the guaranty of the Notes by a Guarantor pursuant to this Indenture.

  • Other Guarantees means all guarantees, other than this Preferred Securities Guarantee, to be issued by the Guarantor with respect to preferred securities (if any) similar to the Preferred Securities, issued by trusts other than the Issuer to be established by the Guarantor (if any), in each case similar to the Issuer.

  • Guarantee of the Notes means the guarantee of the Notes given by the Guarantor in the Trust Deed;

  • Subsidiary Guarantee means any guarantee of the obligations of the Issuers under this Indenture and the Notes by any Subsidiary Guarantor in accordance with the provisions of this Indenture.

  • Subsidiary Guarantee Agreement means the Subsidiary Guarantee Agreement, substantially in the form of Exhibit D, made by the Subsidiary Loan Parties in favor of the Administrative Agent for the benefit of the Lenders.

  • Subsidiary Guaranty is defined in Section 9.7(a).

  • Subsidiary Guaranty Agreement means each unconditional guaranty agreement executed by the Subsidiary Guarantors in favor of the Administrative Agent for the ratable benefit of the Secured Parties, substantially in the form of Exhibit H, as amended, restated, supplemented or otherwise modified from time to time.

  • Permitted SBIC Guarantee means a guarantee by the Borrower of Indebtedness of an SBIC Subsidiary on the SBA’s then applicable form, provided that the recourse to the Borrower thereunder is expressly limited only to periods after the occurrence of an event or condition that is an impermissible change in the control of such SBIC Subsidiary (it being understood that, as provided in clause (s) of Article VII, it shall be an Event of Default hereunder if any such event or condition giving rise to such recourse occurs).

  • Swap Guarantee If so specified in the Supplement with respect to any Series, the guarantee issued by the Swap Guarantor in favor of the Trust substantially in the form attached as an exhibit to the Swap Agreement.

  • Canadian Guarantee means the Canadian Guarantee Agreement, made by each of the Canadian Guarantors in favor of the Canadian Administrative Agent for the benefit of the Lenders to the Canadian Borrower, substantially in the form of Exhibit A-1, as the same may be amended, supplemented or otherwise modified from time to time.

  • Qualifying contribution means, with respect to a

  • Fair Share Contribution Amount means, with respect to a Contributing Guarantor as of any date of determination, the maximum aggregate amount of the obligations of such Contributing Guarantor under this Guaranty that would not render its obligations hereunder or thereunder subject to avoidance as a fraudulent transfer or conveyance under Section 548 of Title 11 of the United States Code or any comparable applicable provisions of state law; provided, solely for purposes of calculating the “Fair Share Contribution Amount” with respect to any Contributing Guarantor for purposes of this Section 7.2, any assets or liabilities of such Contributing Guarantor arising by virtue of any rights to subrogation, reimbursement or indemnification or any rights to or obligations of contribution hereunder shall not be considered as assets or liabilities of such Contributing Guarantor. “Aggregate Payments” means, with respect to a Contributing Guarantor as of any date of determination, an amount equal to (1) the aggregate amount of all payments and distributions made on or before such date by such Contributing Guarantor in respect of this Guaranty (including in respect of this Section 7.2), minus (2) the aggregate amount of all payments received on or before such date by such Contributing Guarantor from the other Contributing Guarantors as contributions under this Section 7.2. The amounts payable as contributions hereunder shall be determined as of the date on which the related payment or distribution is made by the applicable Funding Guarantor. The allocation among Contributing Guarantors of their obligations as set forth in this Section 7.2 shall not be construed in any way to limit the liability of any Contributing Guarantor hereunder. Each Guarantor is a third party beneficiary to the contribution agreement set forth in this Section 7.2.

  • Employee of a facility means a person who is an employee of a facility defined by Section 250.001, Health and Safety Code, or any other person who provides services for a facility for compensation, including a contract laborer.

  • Loan guarantee means any State or federal government

  • Guarantee Fee shall have the meaning given to that term in Section 4.1.