Direct Participation. Each of the following elements must be present in order to determine whether or not such a reduction or waiver is appropriate.
Direct Participation. If any Lender is not permitted (by its constitutional documents or any applicable law) to comply with Clause 32.1 (Lenders' Indemnity) then that Lender will not be obliged to comply with Clause 32.1 (Lenders'Indemnity) and shall instead be deemed to have taken, on the date the Letter of Credit is issued (or if later, on the date that L/C Proportion is transferred or assigned to such Lender in accordance with the terms of this Agreement), an undivided interest and participation in that Letter of Credit in an amount equal to that Lender's L/C Proportion of that Letter of Credit. On receipt of demand by the Agent in accordance with Clause 32.1 (Lenders' Indemnity), each such Lender shall pay to the Agent (for the account of the Fronting Bank) its L/C Proportion of any L/C Amount.
Direct Participation. (a) If any Term Facility B Lender is not permitted (by its constitutional documents or any applicable law) to comply with Clause 28.1(a) (Lenders' Indemnity) then that Term Facility B Lender will not be obliged to comply with Clause 28.1(a) (Lenders' Indemnity) and shall instead be deemed to have taken on the date any Letter of Credit is issued (or, if later, on the date that any Letter of Credit Proportion in respect of any Letter of Credit is transferred or assigned to such Term Facility B Lender in accordance with the terms of this Agreement), an undivided interest and participation in the Letter of Credit in an amount equal to that Term Facility B Lender's Letter of Credit Proportion of the Letter of Credit.
Direct Participation. 1. Full credit towards the MBE or WBE commitment may be received for the purchase price of materials and supplies if the materials and supplies are wholly consumed in the performance of a contract and:
Direct Participation. (a) If any Lender is not permitted (by its constitutional documents or any applicable law) to comply with Clause 28.1 (Lenders’ Indemnity) then that Lender will not be obliged to comply with Clause 28.1 (Lenders’ Indemnity) and shall instead be deemed to have taken:
Direct Participation. If any Bank is not permitted (by its constitutional documents or any applicable law) to comply with Clause 35.1 (Banks' Indemnity in Respect of Letters of Credit) or Clause 35.2 (Banks' Indemnity in respect of Swingline Advances) then such Bank will not be obliged to comply with Clause 35.1 (Banks' Indemnity in Respect of Letters of Credit) or Clause 35.2 (Banks' Indemnity in respect of Swingline Advances) and shall instead be deemed to have taken, on the date such Letter of Credit is issued or, as the case may be, on the date such Swingline Advance is made (or if later, on the date such L/C Participation or, as the case may be, Swingline Participation is transferred or assigned to such Bank in accordance with the terms of this Agreement), an undivided interest and participation in such Letter of Credit or, as the case may be, Swingline Advance in an amount equal to such Bank's L/C Proportion of such Letter of Credit and such Bank's Swingline Proportion of such Swingline Advance. On receipt of a demand made by the Facility Agent in accordance with Clause 35.1 (Bank Indemnity in Respect of Letters of Credit) or Clause 35.2 (Banks' Indemnity in respect of Swingline Advances), each such Bank shall pay to the Facility Agent (for the account of the relevant Fronting Bank) its L/C Proportion of any L/C Amount (in the case of a Letter of Credit) and its Swingline Proportion of any Swingline Advance (in the case of a Swingline Advance).
Direct Participation. Notwithstanding any other provision in these Bylaws, some or all of any or all classes and series of shares of the Company may be uncertificated. The Company may adopt a system of issuance, recordation and transfer of its shares by electronic or other means not involving any issuance of certificates, including provisions for notice to purchasers in substitution for any required statements on certificates, and as may be required by applicable corporate securities laws, which system has been approved by the United States Securities and Exchange Commission. Any system so adopted shall not become effective as to issued and outstanding certificated securities until the certificates therefor have been surrendered to the Company.
