Sharing Event Sample Clauses

Sharing Event. (a) (a) Upon the occurrence of a Sharing Event, automatically (and without the taking of any action) (x) all then outstanding Eurocurrency Loans denominated in an Alternate Currency shall be automatically converted into Loans denominated in Dollars (in an amount equal to the Dollar Equivalent, as determined by the Administrative Agent in accordance with this Agreement, of the aggregate principal amount of such Eurocurrency Loans on the date such Sharing Event first occurred, which Loans denominated in Dollars (i) shall thereafter be deemed to be ABR Loans and (ii) shall be immediately due and payable on the date such Sharing Event occurred) and (y) all accrued and unpaid interest and other amounts owing with respect to such Eurocurrency Loans shall be immediately due and payable in Dollars, in an amount equal to the Dollar Equivalent of such accrued and unpaid interest and other amounts.
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Sharing Event. (a) Upon the occurrence of a Sharing Event, automatically (and without the taking of any action) (x) all then outstanding Eurocurrency Rate Loans denominated in an Alternative Currency (other than Competitive Bid Loans) shall be automatically converted into Loans denominated in Dollars (in an amount equal to the Dollar Equivalent, as determined by the Agent on the date of such conversion, of the aggregate principal amount of the such Eurocurrency Rate Loans on the date such Sharing Event first occurred, which Loans denominated in Dollars (i) shall thereafter be deemed to be Prime Rate Loans and (ii) unless the Sharing Event resulted solely from a termination of the Total Commitment, shall be immediately due and payable on the date such Sharing Event has occurred) and (y) unless the Sharing Event resulted solely from a termination of the Total Commitment, all accrued and unpaid interest and other amounts owing with respect to such Eurocurrency Rate Loans shall be immediately due and payable in Dollars, in an amount equal to the Dollar Equivalent of such accrued and unpaid interest and other amounts.
Sharing Event. 78 ARTICLE XI GUARANTEE BY KIMCO........................................................................80 SECTION 11.1 Guarantee........................................................................80 SECTION 11.2 Guaranteed Obligations Not Waived................................................80 SECTION 11.3 Guarantee of Payment.............................................................80 SECTION 11.4 No Discharge or Diminishment of Guarantee........................................81 SECTION 11.5 Defenses Waived; Maturity of Guaranteed Obligations..............................81 SECTION 11.6 Agreement to Pay; Subordination..................................................82 SECTION 11.7 Reinstatement....................................................................82 SECTION 11.8 Information......................................................................82 EXHIBITS: Exhibit A -- Form of Assignment and Assumption Exhibit B-1 -- Form of Revolving Credit Note Exhibit B-2 -- Form of Competitive Loan Note Exhibit C -- Form of Subsidiary Guarantee Exhibit D -- Form of Opinion of Loan Party Counsel Exhibit E -- Form of Closing Certificate of a Borrower Exhibit F -- Form of Compliance Certificate Exhibit G -- Form of Adherence Agreement SCHEDULES: Schedule 1.1A -- Lenders and Revolving Commitments Immediately After Giving Effect to Effective Date Schedule 1.1B -- FFO Definition Variations Schedule 1.1C -- Exiting Lenders Schedule 2.2 -- Existing Loans Schedule 3.10 -- Existing Letters of Credit Schedule 4.1 -- Certain Financial Disclosure Schedule 4.2 -- Transaction(s) Referred to in Section 4.2 Schedule 4.19 -- Condemnation Proceedings Schedule 7.2 -- Transaction(s) Referred to in Section 7.2 Schedule 10.10 -- Subsidiary Guarantors AMENDED AND RESTATED CREDIT AGREEMENT, dated as of July 26, 2005, among KIMCO REALTY CORPORATION, a Maryland corporation ("Kimco"), the Subsidiaries of Kimco from time to time parties hereto (collectively, the "Subsidiary Borrowers"; together with Kimco, the "Borrowers"), the several banks, financial institutions and other entities from time to time parties to this Agreement (collectively, the "Lenders"), the Issuing Lender party hereto, WACHOVIA BANK, NATIONAL ASSOCIATION and THE BANK OF NOVA SCOTIA, NEW YORK AGENCY, as Syndication Agents (in such capacity, collectively, the "Syndication Agents"), UBS LOAN FINANCE LLC and XXXXX FARGO BANK NATIONAL ASSOCIATION, as Documentation Agents (in such capacity, collectively, the ...
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Sharing Event. The occurrence of (i) an Event of Default with respect to the Borrower or the Company pursuant to Sections 12.1(g) or 12.1(h), (ii) a termination of the Commitments pursuant to Section 12.2 or (iii) the acceleration of the Loans pursuant to Section 12.1.

Related to Sharing Event

  • Terminating Event A “Terminating Event” shall mean any of the events provided in this Section 3:

  • Terminating Events Subject to Section 7 hereof, upon the effective date of (i) the liquidation or dissolution of the Company or (ii) a merger or consolidation of the Company (a "Transaction"), the Option shall continue in effect in accordance with its terms and the Optionee shall be entitled to receive in respect of all Shares subject to the Option, upon exercise of the Option, the same number and kind of stock, securities, cash, property, or other consideration that each holder of Shares was entitled to receive in the Transaction.

  • Triggering Events The events referred to in Sections 3(f) and 5(a) hereof are as follows:

  • Liquidating Events The Company shall dissolve and commence winding up and liquidating upon the first to occur of the following (each, a “Liquidating Event”):

  • Triggering Event A "Triggering Event" shall have occurred if the Merger Agreement is terminated and Grantee then or thereafter becomes entitled to receive the Termination Fee pursuant to Section 8.5(b) of the Merger Agreement.

  • Transfer to Avoid Termination Event If either an Illegality under Section 5(b)(i)(1) or a Tax Event occurs and there is only one Affected Party, or if a Tax Event Upon Merger occurs and the Burdened Party is the Affected Party, the Affected Party will, as a condition to its right to designate an Early Termination Date under Section 6(b)(iv), use all reasonable efforts (which will not require such party to incur a loss, excluding immaterial, incidental expenses) to transfer within 20 days after it gives notice under Section 6(b)(i) all its rights and obligations under this Agreement in respect of the Affected Transactions to another of its Offices or Affiliates so that such Termination Event ceases to exist. If the Affected Party is not able to make such a transfer it will give notice to the other party to that effect within such 20 day period, whereupon the other party may effect such a transfer within 30 days after the notice is given under Section 6(b)(i). Any such transfer by a party under this Section 6(b)(ii) will be subject to and conditional upon the prior written consent of the other party, which consent will not be withheld if such other party's policies in effect at such time would permit it to enter into transactions with the transferee on the terms proposed.

  • Change of Control Triggering Event (a) If a Change of Control Triggering Event occurs, unless the Company has exercised its option to redeem the Offered Securities, it shall be required to make an offer (a “Change of Control Offer”) to each Holder of the Offered Securities to repurchase, at the Holder’s election, all or any part (equal to $1,000 or an integral multiple of $1,000 in excess thereof) of that Holder’s Offered Securities on the terms set forth herein. In a Change of Control Offer, the Company shall be required to offer payment in cash equal to 101% of the aggregate principal amount of Offered Securities repurchased, plus accrued and unpaid interest, if any, on the Offered Securities repurchased to the date of repurchase (a “Change of Control Payment”). Within 30 days following any Change of Control Triggering Event or, at the Company’s option, prior to any Change of Control, but after public announcement of the transaction that constitutes or may constitute the Change of Control, a notice shall be mailed to the Trustee and to the Holders of the Offered Securities describing in reasonable detail the transaction that constitutes or may constitute the Change of Control Triggering Event and offering to repurchase such Offered Securities on the date specified in the notice, which date shall be no earlier than 30 days and no later than 60 days from the date such notice is mailed (a “Change of Control Payment Date”). The notice shall, if mailed prior to the date of consummation of the Change of Control, state that the offer to purchase is conditioned on the Change of Control Triggering Event occurring on or prior to the Change of Control Payment Date.

  • Termination Apart from Change of Control In the event the Employee’s employment is terminated for any reason, either prior to the occurrence of a Change of Control or after the twelve (12) month period following a Change of Control, then the Employee shall be entitled to receive severance and any other benefits only as may then be established under the Company’s (or any subsidiary’s) then existing severance and benefits plans or pursuant to other written agreements with the Company.

  • Termination Apart from a Change of Control If the Employee's employment with the Company terminates other than as a result of an Involuntary Termination within the twelve (12) months following a Change of Control, then the Employee shall not be entitled to receive severance or other benefits hereunder, but may be eligible for those benefits (if any) as may then be established under the Company's then existing severance and benefits plans and policies at the time of such termination.

  • Closing Events At the Closing, each of the respective parties hereto shall execute, acknowledge and deliver (or shall cause to be executed, acknowledged, and delivered) any agreements, resolutions, rulings, or other instruments required by this Plan to be so delivered at or prior to Closing, together with such other items as may be reasonably requested by the parties hereto and their respective legal counsel in order to effectuate or evidence the transaction contemplated hereby.

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