Replacement Conditions definition

Replacement Conditions has the meaning given to that term in Section 8.5(b)(iii).
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Replacement Conditions has the meaning given to that term in Sub-Paragraph (e) of Paragraph 14 (Acquisitions) of Schedule H (General Undertakings).
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Replacement Conditions means (i) the delivery to the Agent of the Steel Partners Lien Replacement Guaranty duly executed by Steel Partners (together with a customary legal opinion from counsel to Steel Partners with respect to such guaranty), or (ii) the optional prepayment by the Loan Parties of the Working Capital Term Loan in an amount not less than $10,000,000; provided that such prepayment shall not constitute a mandatory prepayment under the Working Capital Credit Agreement (as in effect on the date hereof), shall not be made from the proceeds of an asset sale or the Steel Partners Junior Investment, and shall not be a Rights Offering Payment."
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Examples of Replacement Conditions in a sentence

  • Neither the CDS Counterparty nor the Calculation Agent shall have any liability whatsoever for the actions or inactions of the Portfolio Manager and neither the CDS Counterparty nor the Calculation Agent shall have any responsibility whatsoever for the monitoring of the performance of the Portfolio Manager or compliance with the Replacement Conditions or Rating Agency Conditions.

  • No Replacement once agreed to between the CDS Counterparty and the Portfolio Manager can be set aside on the basis that, as a factual matter, the Replacement Conditions or Rating Agency Conditions were not satisfied.

  • For the avoidance of doubt the provisions of this Appendix 5 shall apply, mutatis mutandis, to such Reallocation as if it were a Proposed Replacement for the purposes of the Replacement Conditions, the Rating Agency Conditions and the agreement of the Portfolio Manager to the matters specified in paragraph 5(B) of this Part 1.

  • The CDS Counterparty shall effect such Replacements, subject to compliance with or waiver of the Replacement Conditions, the Rating Agency Conditions and any other applicable conditions.

  • For the avoidance of doubt the provisions of this Appendix 5 shall apply, mutatis mutandis, to such Addition or Removal as if it were a Proposed Replacement for the purpose of the Replacement Conditions, the Rating Agency Conditions and the agreement of the Portfolio Manager to the matters specified in paragraph 5(b) of this Part 1.

  • The CDS Counterparty, the Calculation Agent and the Portfolio Manager (subject, in respect of the Portfolio Manager, to the terms of the Portfolio Management Agreement) shall have no liability whatsoever for the consequences of any Replacement or non-compliance with the Replacement Conditions or Rating Agency Conditions.

  • As soon as is practicable, but by no later than 3.00 p.m. (London time) on the second Notification Business Day following the Notification Date, the Portfolio Manager, acting on behalf of the Seller, shall notify the Buyer that the Replacement Conditions and the Rating Agency Conditions are verified.

  • The Buyer may, but shall have no obligation to, verify the Rating Agency Conditions and/or the Replacement Conditions, provided that the Buyer shall be obliged to provide the Old Spread (as determined by the Buyer in its sole and absolute discretion) to the Portfolio Manager notwithstanding that the Liquid Market Condition is not satisfied.

  • If all engines in an airplane have a radial drive steady bearing P/N LK76084 installed, replace bearings within 100 flight hours after the effective date of this AD, as specified in Table 1 as follows: Table 1.—Radial Drive Steady Bearing Replacement Conditions IfThen(1) Both en- gines have a radial drive steady bear- ing P/N LK76084 with fewer than 600 hours-since- new (HSN).Replace the lowest life bear- ing with a bearing P/N FB222165 or, a bearing P/ N LK76084 that has great- er than 1,500 HSN.

  • August 2021.• Baseline Bird Surveys – Port of Vancouver, Terminal 5, Berth 17, prepared by KPFF for Port of Vancouver, August 2021.• Berth 17 Pre-Fender Pile Replacement Conditions Memorandum, prepared by Floyd|Snider for Port of Vancouver, September 2021.

Related to Replacement Conditions

  • Payment Conditions means, at the time of determination with respect to any specified transaction or payment, that:

  • Payment Condition at any time of determination with respect to any Specified Transaction, that the following conditions are all satisfied: (x) (1) 30-Day Specified Excess Availability (divided by Availability as of such time of determination and expressed as a percentage) and (2) the Specified Availability on the date of such Specified Transaction (divided by Availability as of such time of determination and expressed as a percentage), in each case exceed the applicable Availability Percentage (as defined below), (y) unless the Fixed Charge Condition (as defined below) is satisfied (to the extent applicable), the Parent Borrower shall be in Pro Forma Compliance with a minimum Consolidated Fixed Charge Coverage Ratio of at least 1.00:1.00 and (z) if reasonably requested by the Administrative Agent, the Borrower Representative shall have delivered to the Administrative Agent (i) a copy of calculations required by preceding clause (y) in reasonable detail and (ii) a calculation of Specified Unrestricted Cash. As used herein, the following terms shall have the following meanings: (i) “Availability Percentage” shall mean (a) in respect of any Restricted Payment pursuant to Subsection 8.3(k), 12.5%; (b) in respect of (A) any investment or acquisition permitted pursuant to clause (u) of the definition of “Permitted Investments” or (B) clause (c)(i) of the definition of “Permitted Acquisitions,” 10.0%; (c) in respect of any payment, repurchase or redemption pursuant to Subsection 8.6(a), 12.5%; (d) in respect of any merger, consolidation, amalgamation or asset sale pursuant to Subsection 8.2(a) or 8.2(b), 10.0%; and (e) in respect of any Asset Sale that would otherwise have to comply with Subsection 8.5, 10.0%; and (ii) “Fixed Charge Condition” shall mean 30-Day Specified Excess Availability (divided by Availability as of such time of determination and expressed as a percentage) exceeds: (a) in respect of any Restricted Payment pursuant to Subsection 8.3(k), 17.5%; (b) in respect of any acquisition permitted pursuant to clause (c)(i) of the definition of “Permitted Acquisitions”, 15.0%; (c) in respect of any investment permitted pursuant to clause (u) of the definition of “Permitted Investments”, 15.0%; (d) in respect of any payment, repurchase or redemption pursuant to Subsection 8.6(a), 15.0%; and (e) in respect of (A) any merger, consolidation, amalgamation or asset sale pursuant to Subsection 8.2(a) or 8.2(b) or (B) any Asset Sale that would otherwise have to comply with Subsection 8.5, 15.0%.

  • Product Conditions means these product terms and conditions. These Product Conditions apply to each series of cash settled Warrants over single equities;

  • 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.

  • 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).

  • Refinancing Conditions the following conditions for Refinancing Debt: (a) it is in an aggregate principal amount that does not exceed the principal amount of the Debt being extended, renewed or refinanced; (b) it has a final maturity no sooner than, a weighted average life no less than, and an interest rate no greater than, the Debt being extended, renewed or refinanced; (c) it is subordinated to the Obligations at least to the same extent as the Debt being extended, renewed or refinanced; (d) the representations, covenants and defaults applicable to it are no less favorable to Borrowers than those applicable to the Debt being extended, renewed or refinanced; (e) no additional Lien is granted to secure it; (f) no additional Person is obligated on such Debt; and (g) upon giving effect to it, no Default or Event of Default exists.

  • Replacement Facility means 1 of the following:

  • Restricted Payment Conditions is defined in Section 10.9.

  • Specified Conditions means, at any time of determination thereof, (a) no Incremental Term Loans in the form of an institutional term loan B facility have been issued and are outstanding pursuant to Section 2.20 of the Credit Agreement and (b) (i) the Company’s “corporate credit rating” from S&P (or such other term as S&P may from time to time use to describe the Company’s senior unsecured non-credit enhanced long term indebtedness, such rating, the “S&P Rating”) shall be at least BBB- (with a stable outlook) and the Company’s “corporate family rating” from Xxxxx’x (or such other term as Xxxxx’x may from time to time use to describe the Company’s senior unsecured non-credit enhanced long term indebtedness, such rating, the “Xxxxx’x Rating”) shall be at least Baa3 (with a stable outlook) or (ii) (x) the Company’s S&P Rating shall be at least BBB- (with a stable outlook) or the Company’s Xxxxx’x Rating shall be at least Baa3 (with a stable outlook) and (y) the Leverage Ratio is less than or equal to 2.50 to 1.00.

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

  • Replacement Aircraft means the Aircraft of which a Replacement Airframe is part.

  • Funding Conditions With respect to any proposed Funding Date, the following conditions:

  • Specific Conditions means the conditions in addition or in variation to the general conditions which the Commission may lay down specifically for a distribution licensee;

  • Replacement Date has the meaning set forth in Section 2.08(b).

  • Mortgage Conditions means the mortgage conditions booklet reference MORT 0154 MAY 13 HF;

  • Standard Conditions means the “International Bank for Reconstruction and Development and International Development Association Standard Conditions for Grant Financing Made by the Bank out of Trust Funds”, dated February 25, 2019.

  • Poor foundation conditions means those areas where features exist which indicate that a natural or man-induced event may result in inadequate foundation support for the structural components of an SWLF unit.

  • Replacement Capital Covenant has the meaning specified in the introduction to this instrument.

  • Replacement Agreement means an agreement entered into as a replacement for any Relevant Agreement;

  • Replacement Engine means a [Engine Manufacturer and Model] engine (or an engine of the same or another manufacturer of a comparable or an improved model and suitable for installation and use on the Airframe with the other Engine (or any other Replacement Engine being substituted simultaneously therewith)) that shall have been made subject to the Lien of the Indenture pursuant to Section 7.04 or Section 7.05 thereof, together with all Parts relating to such engine, but excluding items installed or incorporated in or attached to any such engine from time to time that are excluded from the definition of Parts.

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

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

  • Qualifying Replacement Capital Covenant has the meaning specified in the Replacement Capital Covenant.

  • 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.

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