Replacement Material Contract definition

Replacement Material Contract means any agreement entered into in replacement of a Material Contract (I) (a) which has substantially similar or more favorable economic effect for Borrower or the applicable Subsidiary and (b) substantially similar or more favorable non-economic terms (taken as a whole) for Borrower or the applicable Subsidiary as the Material Contract being replaced or (II) except with respect to the replacement of any Material Contract which was terminated by Borrower or any Subsidiary and at the time of such termination, the counterparty thereunder was not in default or subject to any event of default (or applicable terms of similar meaning in such Material Contract), the terms of which Borrower represents in writing as being the best achievable by Borrower or the applicable Subsidiary, taking into account then-prevailing market conditions and the economic and non-economic terms of such replacement Material Contract (taken as a whole).
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Replacement Material Contract means, in respect of any Material Contract, any contract or agreement that (a) is entered into by Borrower in replacement for such Material Contract, (b) has substantially similar or more favorable economic effect on Borrower and substantially similar or more favorable non-economic terms (taken as a whole) for Borrower as the Material Contract being replaced, as determined by the Administrative Agent (acting on reasonable instructions from the Required Lenders), and (c) is with one or more Qualified Replacement Parties.
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Replacement Material Contract means, with respect to any Material Contract, any other Material Contract or other agreement entered into by an Obligor in replacement of or substitution for such Material Contract that contains terms and conditions, taken as a whole, which are substantially similar in all material respects to, and which are not materially less favorable to the relevant Obligor(s) than, the Material Contract being replaced satisfactory to such Obligor.
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More Definitions of Replacement Material Contract

Replacement Material Contract means any one or more contracts entered into in replacement of an existing Material Contract (i) with terms taken as a whole, as favorable to the Loan Parties as can be obtained based on market conditions prevailing at such time and (ii) with one or more counterparties (including any guarantor of, or letter of credit or other credit support providers to, such counterparty’s obligations) having substantially similar creditworthiness on the date of such replacement as the counterparty to the Material Contract being replaced.
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Replacement Material Contract means any agreement replacing a Material Contract that is substantially similar to the Material Contract that it is replacing.
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Replacement Material Contract means any agreement entered into in replacement of a Material Contract (I) (a) which has either (1) substantially similar or more favorable economic effect for Borrower or the applicable Subsidiary when taken as a whole together with any other agreements related thereto or (2) except in the case of any terminal use agreement signed with an Anchor Customer that is in place as of the Closing Date, is on market economic terms at the time entered into and (b) which has (1) substantially similar or more favorable non-economic terms (taken as a whole) for Borrower or the applicable Subsidiary as the Material Contract being replaced or (2) except in the case of any terminal use agreement signed with an Anchor Customer that is in place as of the Closing Date, is on market non-economic terms at the time entered into or (II) except with respect to the replacement of any Material Contract which was terminated by Borrower or any Subsidiary and at the time of such termination, the counterparty thereunder was not in default or subject to any event of default (or applicable terms of similar meaning in such Material Contract), the terms of which Borrower represents in writing as being the best achievable by Borrower or the applicable Subsidiary, taking into account then-prevailing market conditions and the economic and non-economic terms of such replacement Material Contract (taken as a whole).
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Related to Replacement Material Contract

  • Parent Material Contract has the meaning set forth in Section 4.20(a).

  • Company Material Contract has the meaning set forth in Section 3.15(a).

  • Company Material Contracts has the meaning set forth in Section 3.18(a).

  • Material Contract means any contract or other arrangement (other than Loan Documents), whether written or oral, to which any Credit Party is a party as to which the breach, nonperformance, cancellation or failure to renew by any party thereto could reasonably be expected to have a Material Adverse Effect.

  • Material Contracts has the meaning set forth in Section 3.09(a).

  • Material Project Documents means, collectively, the Power Purchase Agreement, the EPC Contract, the Transmission Facilities Construction Agreement, the O&M Agreement, the Coal Supply Agreements, the Coal Transportation Agreement and all other instruments, agreements or other documents arising from or related to the Project, but shall not include any Financing Agreement.

  • Company IP Contract means any Contract to which the Company is a party or by which the Company is bound, that contains any assignment or license of, or covenant not to assert or enforce, any Intellectual Property Right or that otherwise relates to any Company IP or any Intellectual Property developed by, with, or for the Company.

  • Material Agreement means any material contract, commitment, agreement (written or oral), instrument, lease or other document, license agreement and agreements relating to intellectual property, to which the Corporation or any Subsidiary are a party or to which any of their property or assets are otherwise bound;

  • Assumed Contract means any Executory Contract or Unexpired Lease assumed by the Reorganized Debtors in accordance with Article V of the Plan.

  • Project Document means any one of the foregoing;

  • 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);

  • Assigned Contract has the meaning set forth in Section 1.5(a).

  • Existing Contract means a contract that was made before the operative date;

  • Material Indebtedness Agreement means any agreement under which any Material Indebtedness was created or is governed or which provides for the incurrence of Indebtedness in an amount which would constitute Material Indebtedness (whether or not an amount of Indebtedness constituting Material Indebtedness is outstanding thereunder).

  • Project Documents means all documents relating to the Construction Loan, Mortgage Loan and Construction Contract. It shall also include all documents required by any governmental agency having jurisdiction over the Apartment Housing in connection with the development, construction and financing of the Apartment Housing, including but not limited to, the approved Plans and Specifications for the development and construction of the Apartment Housing.

  • Original Contract means the initial contract or price agreement solicited and awarded during a cooperative procurement by an administering contracting agency.

  • Governmental contract means a contract awarded by a govern- mental entity for general construction, an improvement, a service, or a public works project or for a purchase of supplies, materials, or equipment. The term includes a contract to obtain professional ser- vices subject to Government Code 2254. Gov’t Code 2252.151(3)

  • Supplier Agreement means this overarching agreement, consisting of these terms and conditions and any schedules to them, setting out the arrangements for management of the DPS, the process to apply when a Customer wishes to award Service Agreements via the DPS and the terms and conditions applicable to the carrying out of Service Agreements;

  • 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.

  • Project Contract means a Project Contract as such term is defined in the RfP; “Proposal” means a Proposal as such term is defined in the RfP;

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

  • IP License Agreement shall have the meaning set forth in Section 1.2.

  • Material Consents as defined in Section 7.3.

  • CFD Contract or "CFD" shall mean a contract which is a contract for difference by reference to fluctuations in the price of the relevant security or index;

  • RFP Project Documents means the following documents to be entered into in respect of the Project, by the parties to the respective agreements:

  • Intercompany License Agreement means any cost sharing agreement, commission or royalty agreement, license or sub-license agreement, distribution agreement, services agreement, Intellectual Property rights transfer agreement or any related agreements, in each case where all the parties to such agreement are one or more of the Borrower and any Restricted Subsidiary thereof.