Support Arrangements definition

Support Arrangements shall have the meaning specified in SECTION 5.2(g) of the Facility Lease.
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Support Arrangements means arrangements under which, subject to paragraph 9.5 of this Part A of Schedule 6, in respect of such FB Pension Liabilities (if any) as are retained under the AD UK Pension Schemes, FB pays to PR or as PR may direct, such amounts at such times as are agreed between FB and PR, based on the Actuarial Assumptions (but subject to the intent that FB discharges its liabilities in relation to the FB Pensions Liabilities on a basis which is pari passu with the basis upon which AD and its Affiliates discharge their liabilities in relation to the balance of the liabilities under the AD Pension Schemes) until FB’s payment to PR (or as PR may direct) of the Pensions Settlement Amount, which FB agrees to pay on or before the fifth anniversary of the Effective Date (or on such later date as PR and FB may agree). PR and FB may agree to waive the implementation of the Support Arrangements in the event that they together agree (acting reasonably) that the Pensions Settlement Amount is likely to be immaterial. Any failure by PR and FB to agree the necessary arrangements envisaged by this definition will be referred for resolution on the same basis as any failure to agree the Transfer Amount is to be resolved under paragraph 4.5 of this Part A of Schedule 6.
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Support Arrangements has the meaning set forth in Section 5.11(a).
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Examples of Support Arrangements in a sentence

  • Buyer agrees that, to the extent that the Seller Credit Support Arrangements serve to secure performance of obligations relating to the Business or the Acquired Assets which arise after the Closing, Buyer will enter into replacement credit support arrangements if and as necessary to secure such post-Closing obligations.

  • Seller shall reimburse Buyer for reasonable out-of-pocket expenses of Buyer in connection with such cooperation, it being understood that such cooperation will not include any obligation to pay the counterparties to such Seller Credit Support Arrangements.

  • Buyer acknowledges that, in the course of the conduct of the Business by Sellers, Sellers have entered into various arrangements (the "Seller Credit Support Arrangements"), including letters of credit, guaranty, surety and other similar obligations (all as set forth on Schedule 2.2(k)).

  • Buyer and Sellers agree that the Seller Credit Support Arrangements are not intended to inure to the benefit of Buyer after the Closing and that Sellers intend to monetize the Seller Credit Support Arrangements after the Closing.

  • In addition, Buyer agrees to cooperate with Sellers to enable Sellers to monetize the Seller Credit Support Arrangements for which Buyer is not required to enter into replacement credit support arrangements in accordance with the immediately preceding two sentences.

  • Buyer agrees that Sellers shall have no responsibility to continue any of the Seller Credit Support Arrangements in order to satisfy obligations with respect to the Business and the Acquired Assets arising after the Closing Date.

  • Except as otherwise expressly set forth in the Transaction Documents, nothing in this Section 6.01 or elsewhere in the Transaction Documents shall require any Party or any of their respective Affiliates to make any payments or issue any guarantee or other Financial Support Arrangements in order to obtain any consents or approvals necessary or desirable in connection with the consummation of the Contemplated Transactions.

  • Purchaser shall pay any and all fees, expenses, deposits or other amounts under or in connection with any Replacement Credit Support Arrangements.

  • Each party acknowledges that, to the best of its knowledge, E-Z-EM has not provided or issued, for the benefit of AngioDynamics, any guarantee, letter of credit, keepwell or support agreement or other credit support document, instrument or other similar arrangement (the "Credit Support Arrangements"), other than Credit Support Arrangements that have been released or waived, or terminate in accordance with their respective terms upon the completion of the Offering.

  • As promptly as practicable after the Closing Date, LM shall provide the Company with a list of such Financial Support Arrangements to the extent not listed in Section II.10 of the Contribution Disclosure Schedule.

Related to Support Arrangements

  • Management Arrangements means the arrangements for the strategic management of the relationship between the Authority and the Contractor, including arrangements for monitoring of the Contractor’s compliance with the Specification, the Service Levels, the Award Procedures and the terms of this Framework Agreement, set out in Schedule 4.

  • Cash Management Arrangements means all cash management arrangements pursuant to which Honeywell or its Subsidiaries automatically or manually sweep cash from, or automatically or manually transfer cash to, accounts of SpinCo or any member of the SpinCo Group.

  • Support Agreements has the meaning set forth in the Recitals.

  • Continuing Arrangements means those arrangements set forth on Schedule 1.1(24) and such other commercial arrangements among the Parties that are intended to survive and continue following the Effective Time; provided, however, that for the avoidance of doubt, Continuing Arrangements shall not be Third Party Agreements.

  • Financing Arrangements means the arrangements between the Borrower and the State as per current policy of the Borrower, and acceptable to ADB;