Replacement Entity definition

Replacement Entity means an entity which is either:
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Replacement Entity has the meaning set forth in Section 8.3(f).
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Replacement Entity has the meaning specified in the definition of “Permitted Reorganization”.
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Examples of Replacement Entity in a sentence

  • In respect of each Proposed Replacement, the Replacement Entity shall comply with the Replacement Entity Criteria as of the Replacement Compliance Date in respect of such Replacement.

  • At any time after the Issue Date in respect of the Series of Notes, any LPN (as defined in the Swap Agreement) specified as a Reference Obligation in respect of a Replacement Entity in respect of which the Transaction Type "Russian Corporate" applies, must have a rating equal to or better than the applicable Moody's Rating of the related Replacement Entity.

  • Buyer shall determine the Transaction Type of any Successor or Replacement Entity in its sole and absolute discretion.

  • Buyer shall determine the Transaction Type of any Successor or Replacement Entity in its sole and absolute discretion taking into account its hedging transactions and market practice at the relevant time.Any Transaction Type that is not referenced in the Reference Portfolio Annex shall have no force and effect notwithstanding its reference in the Transaction Type Annex.

  • Buyer shall determine the Transaction Type of any Successor or Replacement Entity in its sole and absolute discretion taking into account its hedging transactions and market practice at the relevant time.

  • Buyer shall determine the Transaction Type of any Successor or Replacement Entity in its sole and absolute discretion Any Transaction Type that is not referenced in the Reference Portfolio Annex shall have no force and effect notwithstanding its reference in the Transaction Type Annex.

  • Deliverable Obligation Characteristics: In respect of a Reference Entity, as set forth inrespect of the applicable Transaction Type in the Transaction Type Annex or as specified in respect of a Replacement Entity in accordance with the Portfolio Management Agreement.

  • Obligations: Obligation Category: In respect of a Reference Entity, as set forth inrespect of the applicable Transaction Type in the Transaction Type Annex or as specified in respect of a Replacement Entity in accordance with the Portfolio Management Agreement.

  • Grace Period Extension: In respect of a Reference Entity, as set forth inrespect of the applicable Transaction Type in the Transaction Type Annex or as specified in respect ofa Replacement Entity in accordance with the Portfolio Management Agreement.

  • Deliverable Obligations: Deliverable Obligation Category: In respect of a Reference Entity, as set forth inrespect of the applicable Transaction Type in the Transaction Type Annex or as specified in respect of a Replacement Entity in accordance with the PortfolioManagement Agreement.


More Definitions of Replacement Entity

Replacement Entity means an entity which is either:(v) one of the Successors to the Original Reference Entity (including, if applicable, the Original Reference Entity); or(vi) an entity that is incorporated within the same Geographical Area as the Original Reference Entity and which is of a similar or better credit quality than the Original Reference Entity, as measured by Standard & Poor's Ratings Services and/or by Moody's Investors Services Limited, at the date of the relevant Succession Event.(C) In relation to a Sovereign Reference Entity, “Successor ” means any direct or indirect successor(s) to that Reference Entity irrespective of whether such successor(s) assumes any of the obligations of such Reference Entity.
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Replacement Entity has the meaning specified in the definition of “Permitted Reorganization.” “Responsible Officer” means, when used with respect to the Trustee, any of- ficer in the corporate trust department of the Trustee including any director, vice president, assistant vice president or any other officer of the Trustee who customarily performs functions similar to those performed by the Persons who at the time shall be such officers, respectively, in each case having direct responsibility for the administration of this Indenture, and any other officer to whom any corporate trust matter is referred because of such officer’s knowledge of and familiarity with the particular subject. “Restricted Global Note” means a Global Note that is a Restricted Note. “Restricted Note” has the same meaning as “restricted security” set forth in Rule 144(a)(3) promulgated under the Securities Act; provided that the Trustee shall be enti- tled to request (at the expense of the Issuer) and conclusively rely upon an Opinion of Coun- sel with respect to whether any Note is a Restricted Note. “Restricted Payment” means any of the following: (a) the declaration or payment of any dividend or any other distribution on Equity Interests of Holdings or any payment made to the direct or indirect holders (in their capacities as such) of Equity Interests of Holdings, including, without limitation, any payment in connection with any merger or consolidation involving Holdings but excluding dividends or distributions payable solely in Qualified Equity Interests of Holdings or through accretion or accumulation of such dividends on such Equity In- terests; (b) the redemption of any Equity Interests of Holdings, including, without limitation, any payment in connection with any merger or consolidation involving Holdings; or (c) any Investment in an Unrestricted Subsidiary. “Restricted Payments Basket” has the meaning set forth in clause (c) of the first paragraph of Section 4.10.
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Replacement Entity has the meaning ascribed to it in section 124-780 of the ITAA 1997.
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Replacement Entity has the meaning specified in the definition of “Permitted Reorganization”. “Request for Credit Extension” means (a) with respect to a Borrowing, conversion or continuation of Committed Loans, a Committed Loan Notice, (b) with respect to an L/C Credit Extension, a Letter of Credit Application, and (C) with respect to a Swing Line Loan, a Swing Line Loan Notice. “Required Lenders” means, at any time, Lenders having Total Credit Exposures representing more than 50% of the Total Credit Exposures of all Lenders. The Total Credit Exposure of any Defaulting Lender shall be disregarded in determining Required Lenders at any time; provided that, the amount of any participation in any Swing Line Loan and Unreimbursed Amounts that such Defaulting Lender has failed to fund that have not been reallocated to and funded by another Lender shall be deemed to be held by the Lender that is the Swing Line Lender or L/C Issuer, as the case may be, in making such determination. “Responsible Officer” means the chief executive officer, president, chief financial officer, treasurer, assistant treasurer or controller of a Loan Party and solely for purposes of the delivery of incumbency certificates pursuant to Section 4.01, the secretary or any assistant secretary of a Loan Party. Any document delivered hereunder that is signed by a Responsible Officer of a Loan Party shall be conclusively presumed to have been authorized by all necessary corporate, partnership and/or other action on the part of such Loan Party and such Responsible Officer shall be conclusively presumed to have acted on behalf of such Loan Party. “Restricted Payment” means any of the following: (a) the declaration or payment of any dividend or any other distribution on Equity Interests of Holdings or any payment made to the direct or indirect holders (in their capacities as such) of Equity Interests of Holdings, including, without limitation, any payment in connection with any merger or consolidation involving Holdings but excluding dividends or distributions payable solely in Qualified Equity Interests of Holdings or through accretion or accumulation of such dividends on such Equity Interests; (b) the redemption of any Equity Interests of Holdings, including, without limitation, any payment in connection with any merger or consolidation involving Holdings; or (c) any Investment in an Unrestricted Subsidiary. 39 Xxxxx Xxxxxx Amended and Restated Credit and Guaranty Agreement NYDOCS03/1067767.15
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Related to Replacement Entity

  • Replacement Energy means Energy purchased by Buyer as replacement for any Delivery Shortfall.

  • Management Entity means the community developmental disability program or private corporation that operates the regional crisis diversion program, including acting as the fiscal agent for regional crisis diversion funds and resources.

  • Investment Entity means any Entity that conducts as a business (or is managed by an entity that conducts as a business) one or more of the following activities or operations for or on behalf of a customer: (1) trading in money market instruments (cheques, bills, certificates of deposit, derivatives, etc.); foreign exchange; exchange, interest rate and index instruments; transferable securities; or commodity futures trading; (2) individual and collective portfolio management; or (3) otherwise investing, administering, or managing funds or money on behalf of other persons. This subparagraph 1(j) shall be interpreted in a manner consistent with similar language set forth in the definition of “financial institution” in the Financial Action Task Force Recommendations.

  • 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.

  • Replacement Facility means 1 of the following:

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

  • Replacement Agent means the Fiscal Agent or, in respect of any Tranche of Notes, the Paying Agent named as such in the relevant Final Terms or Drawdown Prospectus (as the case may be);

  • Replacement unit means a landfill, surface impoundment, or waste pile unit from which all or substantially all of the waste is removed, and which is subsequently reused to treat, store, or dispose of hazardous waste. Replacement unit does not include a unit from which waste is removed during closure, if the subsequent reuse solely involves the disposal of waste from that unit and other closing units or corrective action areas at the facility, in accordance with a closure or corrective action plan approved by USEPA or the Agency.

  • Redevelopment entity means a municipality or an entity

  • Ultimate Parent Entity means a Constituent Entity of an MNE Group that meets the following criteria:

  • Replacement Sub-Contractor means a sub-contractor of the Replacement Supplier to whom Transferring Supplier Employees will transfer on a Service Transfer Date (or any sub-contractor of any such sub-contractor);

  • Replacement Agreement shall have the meaning set forth in Paragraph 2(b) hereof.

  • Replacement Contractor means any third party service provider appointed by the Authority to supply any services which are substantially similar to any of the Services and which the Authority receives in substitution for any of the Services following the expiry, termination or partial termination of the Contract.

  • Owner or operator means any person who owns, leases, operates, controls, or supervises a stationary source.

  • Qualified Manager means in the reasonable judgment of Lender, a reputable and experienced management organization (which may be an Affiliate of Borrower) possessing experience in managing properties similar in size, scope, use and value as the Property, provided, that Borrower shall have obtained (i) prior written confirmation from the applicable Rating Agencies that management of the Property by such Person will not cause a downgrade, withdrawal or qualification of the then current ratings of the Securities or any class thereof and (ii) if such Person is an Affiliate of Borrower, an Additional Insolvency Opinion.

  • Replacement Equipment means operational equipment or other parts used by Tenant to replace any of the Equipment.

  • SPE Component Entity shall have the meaning set forth in Section 5.1 hereof.

  • Replacement Airframe means an Airbus A321 aircraft or a comparable or improved model of Manufacturer (except (a) Engines or engines from time to time installed thereon and any and all Parts related to such Engine or engines and (b) Excluded Equipment), that shall have been made subject to the Lien of the Indenture pursuant to Section 7.05 thereof, together with all Parts relating to such aircraft.

  • Replacement Provider has the meaning set forth in Section II.D.1.

  • Constituent entity means: (i) with respect to an MNE Group having a Reporting Entity resident for tax purposes in the Isle of Man, (A) any separate business unit of an MNE Group that is included in the consolidated financial statements for financial reporting purposes or would be so included if equity interests in such business unit of an MNE Group were traded on a public securities exchange, (B) any separate business unit that is excluded from the MNE Group’s consolidated financial statements solely on size or materiality grounds, and (C) any permanent establishment of any separate business unit of the MNE Group included in (A) or (B) above provided the business unit prepares a separate financial statement for such permanent establishment for financial reporting, regulatory, tax reporting, or internal management control purposes; and (ii) with respect to an MNE Group having a Reporting Entity resident for tax purposes in the United States, any “Constituent Entity” as defined in the relevant U.S. Treasury regulations;

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

  • Investment End Date : means 11 November 2022, or if such day is not a Scheduled Trading Day, the following day which is a Scheduled Trading Day.

  • Replacement Management Agreement means, collectively, (a) either (i) a management agreement with a Qualified Manager substantially in the same form and substance as the Management Agreement, or (ii) a management agreement with a Qualified Manager, which management agreement shall be reasonably acceptable to Lender in form and substance, provided, with respect to this subclause (ii), Lender, at its option, may require that Borrower shall have obtained prior written confirmation from the applicable Rating Agencies that such management agreement will not cause a downgrade, withdrawal or qualification of the then current rating of the Securities or any class thereof and (b) an assignment of management agreement and subordination of management fees substantially in the form then used by Lender (or of such other form and substance reasonably acceptable to Lender), executed and delivered to Lender by Borrower and such Qualified Manager at Borrower’s expense.

  • Replacement Card means a renewal or replacement Card issued to you by us;

  • replacement grant means an option that a reasonable person would consider to be granted in relation to a prior or potential cancellation of an option;

  • Approved Replacement means, with respect to a Market Quotation, an entity making such Market Quotation, which entity would satisfy conditions (a), (b), (c) and (d) of the definition of Permitted Transfer (as determined by Party B in its sole discretion, acting in a commercially reasonable manner) if such entity were a Transferee, as defined in the definition of Permitted Transfer.