Lower Saxony Guarantees definition

Lower Saxony Guarantees means the two (2) guarantees to be issued by the German State of Lower Saxony in favour of the Lower Saxony Guarantee Agent substantially in the form appended to the Borrower’s acknowledgements referred to in paragraph 20 of Part I of Schedule 3 as security for approximately but not more than eighty per cent (80%) of Portion B of each Maximum Tranche Amount, the maximum amount payable under each of such guarantees (assuming that the amount of three hundred and eleven million two hundred thousand euro (EUR311,200,000) is capable of being drawn down hereunder in respect of Tranche A and the amount of three hundred and twelve million eight hundred thousand euro (EUR312,800,000) is capable of being drawn down hereunder in respect of Tranche B) being sixty two million two hundred and forty thousand euro (EUR62,240,000) or the amount in Dollars agreed between the Lower Saxony Guarantee Agent and the German State of Lower Saxony and approved by the Lenders if the currency option contained in Clause 3 is exercised;

Examples of Lower Saxony Guarantees in a sentence

  • Anything is done or suffered or omitted to be done by any Obligor which in the reasonable opinion of the Agent would or might be expected to imperil the security created by any of the Security Documents or either of the Lower Saxony Guarantees.

  • The Lenders have claims arising from this Agreement guaranteed by the German State of Lower Saxony (represented by PwC Deutsche Revision) by way of the Lower Saxony Guarantees.

  • Any representation warranty or statement made or repeated in, or in connection with, any Security Document or the Lower Saxony Guarantees or in any accounts, certificate, statement or opinion delivered by or on behalf of any Obligor thereunder or in connection therewith is materially incorrect when made or would, if repeated at any time hereafter by reference to the facts subsisting at such time, no longer be materially correct.

  • No failure to exercise and no delay in exercising on the part of the Agent, the Lower Saxony Guarantee Agent or any of the Lenders any right or remedy under any of the Security Documents or the Lower Saxony Guarantees shall operate as a waiver thereof, nor shall any single or partial exercise of any right or remedy preclude any other or further exercise thereof, or the exercise of any other right or remedy.

  • The Borrower may not assign any of its rights or transfer any of its rights or obligations under the Security Documents or the Lower Saxony Guarantees.

  • Each notice, demand or other communication made or delivered by one (1) party to another pursuant to this Agreement, any other Security Document or the Lower Saxony Guarantees shall be in the English language or accompanied by a certified English translation.

  • Further in the event of any conflict between the terms of the Lower Saxony Guarantees and the terms of this Agreement the terms of the Lower Saxony Guarantees shall be paramount and prevail and any breach of those terms as applied to the Borrower or any other Obligor shall be deemed to be an Event of Default.

  • Time is of the essence in respect of all of the obligations of the Borrower under the Security Documents and the Lower Saxony Guarantees provided however that none of the Agent, the Lower Saxony Guarantee Agent or any of the Lenders shall be entitled to terminate or treat this Agreement or any of the other Security Documents as having been repudiated otherwise than in circumstances which constitute an Event of Default.

  • All information furnished by any Obligor relating to the business and affairs of any Obligor in connection with this Agreement, the other Transaction Documents and the Lower Saxony Guarantees was and remains true and correct in all material respects and there are no other material facts or considerations the omission of which would render any such information misleading.

  • The terms and conditions of the Lower Saxony Guarantees are incorporated herein and in so far as they impose terms, conditions and/or obligations on the Agent and/or the Lower Saxony Guarantee Agent and/or the Lenders in relation to the Borrower or any other Obligor then such terms, conditions and obligations are binding on the parties hereto.

Related to Lower Saxony Guarantees

  • Subsidiary Guarantees means the guarantees of each Subsidiary Guarantor as provided in Article Thirteen.

  • Note Guarantees means the Guarantees of the Initial Notes and any Additional Notes.

  • Management Guarantees means guarantees (x) of up to an aggregate principal amount outstanding at any time of $25.0 million of borrowings by Management Investors in connection with their purchase of Management Stock or (y) made on behalf of, or in respect of loans or advances made to, directors, officers, employees or consultants of any Parent, the Company or any Restricted Subsidiary (1) in respect of travel, entertainment and moving-related expenses incurred in the ordinary course of business, or (2) in the ordinary course of business and (in the case of this clause (2)) not exceeding $10.0 million in the aggregate outstanding at any time.

  • Permitted Guarantees means any guarantee:

  • Senior Notes means $500,000,000 in aggregate principal amount of the Borrower’s 6.75% senior unsecured notes due 2025 issued pursuant to the Senior Notes Indenture on the Closing Date.

  • Senior Notes Documents means, collectively, the Senior Notes Indenture and all other loan agreements, indentures, note purchase agreements, promissory notes, guarantees, intercreditor agreements, assignment and assumption agreements and other instruments and agreements evidencing the terms of Senior Notes.

  • Senior Note Indentures means, collectively, the Senior Note (2020) Indenture, the Senior Note (2021) Indenture, the Senior Note (2022) Indenture and the Senior Note (2023) Indenture.

  • Performance Guarantees means specific measurement indicators assigned to Contract tasks representing timeliness and quality of task output.

  • Securities Guarantees means the Common Securities Guarantee and the Preferred Securities Guarantee.

  • Senior Secured Notes Documents means the Senior Secured Notes Indenture and the other transaction documents referred to therein (including the related guarantee, the notes and the notes purchase agreement).

  • Parent Company Guarantee means a parent company guarantee to be delivered by the Supplier pursuant to Clause 5.6;

  • Second Lien Notes Documents means the Second Lien Notes, the Second Lien Notes Indenture, the Second Lien Notes Security Documents and all other documents executed and delivered with respect to the Second Lien Notes or Second Lien Notes Indenture, as in effect on the Effective Date and as the same may be amended, modified and/or supplemented from time to time in accordance with the terms hereof and thereof.

  • Other Guarantees means all guarantees, other than this Preferred Securities Guarantee, to be issued by the Guarantor with respect to preferred securities (if any) similar to the Preferred Securities, issued by trusts other than the Issuer to be established by the Guarantor (if any), in each case similar to the Issuer.

  • Senior Note Indenture the Indenture entered into by Holdings, the Borrower and certain of its Subsidiaries in connection with the issuance of the Senior Notes, together with all instruments and other agreements entered into by Holdings, the Borrower or such Subsidiaries in connection therewith.

  • 2028 Notes means those 6.500% Senior Notes due 2028 issued by the Borrower in an aggregate principal amount of $400,000,000 pursuant to the 2028 Notes Documents.

  • 2015 Notes means the 8.375% senior notes due 2015 in the principal amounts of $615 million and €500 million issued pursuant to the 2015 Notes Indenture.

  • Guarantees As defined in the preamble hereto.

  • Other Common Securities Guarantees shall have the same meaning as "Other Guarantees" in the Common Securities Guarantee.

  • Senior Notes Indentures means, collectively, the 2020 Senior Notes Indenture and the 2023 Senior Notes Indenture.

  • Existing Senior Notes Indentures means, the indentures governing the Existing Senior Notes, each as may be amended or supplemented from time to time.

  • Senior Secured Note Documents means the Senior Secured Note Indenture, the Senior Secured Note Guarantees, the Senior Secured Notes, the Intercreditor Arrangements, any security document relating to the Senior Secured Notes and/or the Senior Secured Note Indenture and any other document that may be entered into pursuant to any of the foregoing.

  • Senior Note Documents means the Senior Notes, the Senior Note Agreement, the Senior Note Guarantees and all other documents executed and delivered with respect to the Senior Notes or the Senior Note Agreement.

  • Senior Secured Note Indenture means the Indenture dated as of November 5, 2009, among the Issuers, the Note Guarantors (as defined therein) and The Bank of New York Mellon, as trustee, principal paying agent, transfer agent and registrar, as amended, extended, restructured, renewed, refunded, novated, supplemented, restated, replaced or modified from time to time;

  • 2014 Notes means (i) the 4.850% Senior Secured Notes due 2024 issued by the Issuer on March 18, 2014 and (ii) the 4.45% Senior Secured Notes due 2025 and the 5.45% Senior Secured Notes due 2034 issued by the Issuer on August 21, 2014.

  • Holdco Notes means the $1,000,000,000 aggregate principal amount of 11 1/2% Senior PIK Notes due 2016 issued by Holdings.

  • Subordinated Notes means the Initial Notes and the Exchange Notes and, more particularly, any Subordinated Note authenticated and delivered under this Indenture, including those Subordinated Notes issued or authenticated upon transfer, replacement or exchange.