Write-Down Sample Clauses

Write-Down. 12.1 Notwithstanding any other agreements, arrangements, or understandings between the Lender and the Borrower, by extending a Loan, the Lender acknowledges, accepts, agrees to be bound by, and consents to the Write-Down of such Loan in any of the following circumstances: 12.1.1 ‌ (a) any Own Funds Instruments of the Borrower have been written-down or converted into equity pursuant to any statutory or regulatory power linked to the financial condition or viability of the Borrower (including, without limitation, section 6B of the Banking Act); and (b) the UK Resolution Authority includes in its Write-Down Direction a statement that the FDIC, acting in its capacity as the United States resolution authority of the ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Group, has either (1) consented to the Write-down or

Write-Down. Suffer any significant write-down of the value of any assets or any significant write-off as uncollectible of any accounts receivable without the prior written consent of the Lender except and as required by generally accepted accounting principles as required to present accurate financial information on the Borrower.

Write-Down. (a) For so long as all of the Notes are represented by this Global Note and this Global Note is registered in the name of the registered holder of this Global Note as nominee for Euroclear and/or Clearstream, Luxembourg, any Write- Down of the Notes will be effected in Euroclear and Clearstream, Luxembourg in accordance with their operating procedures by way of a reduction in the pool factor. (b) The amount of such Write-Down will also be endorsed by or on behalf of the Registrar on the Register.

Write-Down. Prior to Closing, TPI will write down the Contributed Assets to fair market value based on the value of the consideration received by TPI pursuant to this Contribution Agreement unless prohibited by GAAP. The parties agree that 100% of the Common Stock of Newco will have a fair market value of $430 million immediately after the transactions contemplated by this Agreement.

Write-Down. Upon the occurrence of a Trigger Event, the Redemption Amount and the nominal amount of each $NC10 Note shall be reduced by the amount of the relevant write-down. A “Trigger Event” shall occur, if at any time, the Common Equity Tier 1 capital ratio pursuant to Article 92 (1) (a) CRR or any successor provision, determined on a consolidated basis (the “Common Equity Tier 1 Capital Ratio”), falls below 5.125 per cent. Upon the occurrence of a Trigger Event, a write-down shall be effected pro rata with all other Additional Tier 1 instruments within the meaning of the CRR (Additional Tier 1 Capital), the terms of which provide for a write-down (whether permanent or temporary) upon the occurrence of the Trigger Event. For such purpose, the total amount of the write-downs to be allocated pro rata shall be equal to the amount required to restore fully the Common Equity Tier 1 Capital Ratio of the Issuer to 5.125 per cent. but shall not exceed the sum of the nominal amounts of the relevant instruments outstanding at the time of occurrence of the Trigger Event. The sum of the write-downs to be effected with respect to the $NC10 Notes shall be limited to the outstanding aggregate nominal amount of the $NC10 Notes at the time of occurrence of the relevant Trigger Event. Upon the occurrence of a Trigger Event, the Issuer shall: (a) inform the competent supervisory authority that is responsible for the Issuer and, in accordance with Article 10, provide notice to the Trustee, the Agents and the Holders of the $NC10 Notes without undue delay about the occurrence of such Trigger Event and the fact that a write-down will have to be effected, and (b) determine the write-down to be effected without undue delay, but not later than within one month (unless the competent supervisory authority of the Issuer shortens such period), and notify such write-down (i) to the competent supervisory authority, (ii) to the Holders of the $NC10 Notes in accordance with Article 10, (iii) to the Calculation Agent and the Paying Agent, the other Agents and the Trustee and (iv), if required by the rules of any stock exchange on which the $NC10 Notes are listed from time to time at the request of the Issuer, to such stock exchange. The write-down shall be deemed to be effected at the time when the notices pursuant to (a) and (b) above are given and the nominal amount of each $NC10 Note (including the Redemption Amount) in the Specified Denomination shall be deemed to be reduced at such time by the...

Write-Down. The Agent and the Lenders hereby acknowledge, confirm and agree in favour of the Borrowers that, for and in respect of Fiscal Year 2007 only for purposes of calculating EBITDA for the Credit Agreement and related Documents, the Borrower may incur and account for a write-down and other inventory adjustments in respect of its ▇▇▇▇▇ operations resulting in an add back of US$15,000,000.

Write-Down. 5.4.1 The Issuer will, as soon as reasonably practicable prior to the date on which the same shall take effect, notify the Fiscal Agent and the Registrar in writing of any Write-Down in respect of the Notes.‌ 5.4.2 Upon receipt of a notification under Clause 5.4.1 (Write-Down), the Fiscal Agent shall promptly (and in any event not later than the day on which such Write-Down shall take effect) notify each of the other Paying and Transfer Agents of such Write-Down. 5.4.3 If Notes are Written-Down at any time, upon presentation of a Note at the Specified Office of any Paying and Transfer Agent or the Registrar, the relevant Paying and Transfer Agent or the Registrar (as the case may be) shall procure that a statement indicating (i) the amount and the date of any such Write-Down and (ii) the Prevailing Principal Amount of the Notes represented by such Note Certificate, is endorsed on the relevant Note Certificate.

Write-Down