Permitted Divestment definition

Permitted Divestment means a sale by one or more Group Companies of one or several of the Group's business areas or sub-segments thereof (or all or substantially all assets belonging to such business area or sub-segment thereof) on arm's length terms and conditions against all-cash consideration, through an asset sale and/or through a sale of shares in different Group Companies operating certain sub-segments of the different business areas, other than the Group's Industrial Cleaning business area. ”Person” means any individual, corporation, partnership, limited liability company, joint venture, association, joint-stock company, unincorporated organisation, government, or any agency or political subdivision thereof or any other entity, whether or not having a separate legal personality. ”Permitted Debt” means any Financial Indebtedness:
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Permitted Divestment means a sale by one or more Group Companies of one or several of the Group's business areas or sub-segments thereof (or all or substantially all assets belonging to such business area or sub-segment thereof) on arm's length terms and conditions against all- cash consideration, through an asset sale and/or through a sale of shares in different Group Companies operating certain sub-segments of the different business areas, other than the Group's Industrial Cleaning business area. (b) The definition for Nominal Amount to be amended by the addition of "or Clause 8.8 (Mandatory partial redemption due to a Permitted Divestment)" at the end of the definition so as to read as follows: "means in respect of each Note the Initial Nominal Amount, less the aggregate amount by which that Note has been redeemed in part pursuant to Clause 8.4 (Voluntary/Mandatory partial redemption (call option)) or Clause 8.8 (Mandatory partial redemption due to a Permitted Divestment)."(c) A new Clause 8.8 (Mandatory partial redemption due to a Permitted Divestment) to be added to the Terms and Conditions and to read as follows:
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Permitted Divestment means a situation where a Group Company sells, transfers or otherwise disposes of (i) shares in any Property Company, (ii) all or substantially all of any Property Company’s assets or operations and/or (iii) any Commercial Buildings, to any Person, provided that:
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Examples of Permitted Divestment in a sentence

  • Subject to compliance with paragraph (c) of Clause 12.7 ( Disposals of Assets) with respect to any Permitted Divestment, the Noteholders entitle the Security Agent to all actions necessary to release all Transaction Security over the assets to be so divested and, where that Permitted Divestment comprises shares in any Obligor, release such Obligor from the Guarantees and further obligations under the Finance Documents.

  • The Issuer shall notify the Noteholders and the Agent promptly upon the occurrence of a Permitted Divestment, of such Permitted Divestment and of the Divestment Redemption Date and the amount of the Divestment Proceeds in respect of that Permitted Divestment.

  • Upon the Noteholders' approval of the Requests, the Issuer will not be obliged to apply the net proceeds received from the Demolition Sale to a mandatory partial redemption in accordance with Clause 8.8 ( Mandatory partial redemption due to a Permitted Divestment) of the existing Terms and Conditions as long as the Demolition Sale is completed by the Long Stop Date.

  • As such amount also includes net proceeds received from the Demolition Sale, the Issuer requests that it will not be obliged to apply the net proceeds received from the Demolition Sale towards a mandatory partial redemption in accordance with Clause 8.8 (Mandatory partial redemption due to a Permitted Divestment) of the existing Terms and Conditions.

  • Upon the occurrence of a completion of a Permitted Divestment, the Issuer shall notify the Noteholders and the Agent of such Permitted Divestment and of the Divestment Redemption Date and the amount of the Divestment Proceeds in respect of that Permitted Divestment in accordance with Clause 10.1.6.

  • All representations, warranties, covenants and ------------- obligations of either party set forth herein shall survive the expiration or termination of this Agreement and the performance by either party hereunder and shall continue in full force and effect notwithstanding such expiration or termination or performance until they are satisfied in full or by their nature expire.

  • Since the Internet opens up the world to unrestricted access, teachers cannot assume the responsibility for monitoring every document to which a student may gain access.

  • Paragraphs (a) and (b) shall not be applicable to any Permitted Divestment, if on the date of that Permitted Divestment the Divestment Proceeds received from that Permitted Divestment are paid in to a Divestment Proceeds Account to be applied in mandatory redemption (in part or in full) in accordance with Clause 8.8 ( Mandatory partial redemption due to a Permitted Divestment).

  • See Appendix F for instructions on making a Technical Incompleteness determination.

  • SEK 40,000,000 upon a Permitted Divestment of Commercial Buildings 2;provided, however, if a Mandatory Repayment Amount of any Commercial Buildings has been applied by the Issuer towards a partial repayment of the Bonds in accordance with Clause 11.6 ( Mandatory partial repayment due to a Permitted Divestment) following the divestment of the relevant Commercial Buildings, the amount set out in paragraph (a) above shall be reduced with the Mandatory Repayment Amount of such Commercial Buildings.

Related to Permitted Divestment

  • Permitted Disposition means any of the following:

  • Permitted Disposal means any sale, lease, licence, transfer or other disposal which, except in the case of Disposals as between members of the Group, is on arm’s length terms:

  • Permitted Dispositions means each of the following:

  • Permitted Dividend has the meaning provided in Section 6.1(d).

  • Permitted Distribution means any of the following:

  • Permitted Dividends means dividends or distributions made by the Company on its Class A Shares, and, without duplication, the Operating Partnerships to fund such dividends or distributions, annually in an aggregate amount equal to not less than 20% of the Company’s annual Distributable Earnings or more than 30% of Distributable Earnings; provided, that, if the minimum amount of dividends or distributions eligible to be made hereunder would be $1.00 or less per Class A Share, then up to $1.00 per Class A Share (subject to appropriate adjustment in the event of any equity dividend, equity split, combination or other similar recapitalization with respect to the Class A Shares after the Issuance Date).

  • Permitted Distributions means the following Distributions:

  • Permitted Debt means any Financial Indebtedness:

  • Specified Disposition means any disposition of all or substantially all of the assets or Capital Stock of any Subsidiary of the Borrower or any division, business unit, product line or line of business.

  • Permitted Transaction means any transaction involving (i) a Swap that is not a Required Transaction or (ii) a Required Transaction that is a component of a Covered Package Transaction.

  • Qualified disposition means, subject to subparagraphs (iii) and (iv), a disposition after which both subparagraphs (i) and (ii) apply to the subject property:

  • Permitted Assets means any and all properties or assets that are used or useful in a Permitted Business (including Capital Stock in a Person that is a Restricted Subsidiary and Capital Stock in a Person whose primary business is a Permitted Business that shall become a Restricted Subsidiary immediately upon the acquisition of such Capital Stock by the Issuer or by a Restricted Subsidiary, but excluding any other securities).

  • Permitted Transactions has the meaning set forth in Section 13(B).

  • Permitted Asset Sale means any Asset Sale that is permitted under Section 6.8.

  • Permitted Restricted Payments means any of the following Restricted Payments made by:

  • Permitted Number means one (1) unless otherwise indicated under a valid license (e.g. volume license) granted by Investintech or agreed to in writing by Investintech.

  • Permitted Investment means an Investment by the Company or any Restricted Subsidiary in:

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  • Permitted Discretion means a determination made in the exercise of reasonable (from the perspective of a secured lender) business judgment.

  • Permitted Affiliate Transactions means any transaction entered into between any member of the Group and the Parent or any other member of the Kronos Group either (i) in the ordinary course of trading or business and in accordance with past practice or (ii) which is necessary to accommodate legal or regulatory requirements of such member of the Group.

  • Permitted Affiliate means with respect to any Person (a) any Person that directly or indirectly controls such Person, and (b) any Person which is controlled by or is under common control with such controlling Person. As used in this definition, the term “control” of a Person means the possession, directly or indirectly, of the power to vote eighty percent (80%) or more of any class of voting securities of such Person or to direct or cause the direction of the management or policies of a Person, whether through the ownership of voting securities, by contract or otherwise.

  • Restricted Distribution means as to any Person (i) any dividend or other distribution on any equity interest in such Person (except those payable solely in its equity interests of the same class) or (ii) any payment on account of (a) the purchase, redemption, retirement, defeasance, surrender or acquisition of any equity interests in such Person or any claim respecting the purchase or sale of any equity interest in such Person or (b) any option, warrant or other right to acquire any equity interests in such Person.

  • Permitted Asset Disposition means (i) any Asset Disposition permitted by Section 8.5 and (ii) any Excluded Asset Disposition.

  • Permitted Business Investment means any Investment made in the ordinary course of, and of a nature that is or shall have become customary in, the Oil and Gas Business including investments or expenditures for actively exploiting, exploring for, acquiring, developing, producing, processing, gathering, marketing or transporting oil, natural gas or other Hydrocarbons and minerals through agreements, transactions, interests or arrangements which permit one to share risks or costs, comply with regulatory requirements regarding local ownership or satisfy other objectives customarily achieved through the conduct of the Oil and Gas Business jointly with third parties including:

  • Permitted Payment as defined in Subsection 8.2(b).

  • Permitted Asset Dispositions means the following Asset Dispositions, provided, however, that at the time of such Asset Disposition, no Default or Event of Default exists or would result from such Asset Disposition: