Priority Liabilities definition

Priority Liabilities means the Senior Liabilities and the Hedging Liabilities.
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Priority Liabilities means any Liabilities of Clarocity (other than Liabilities arising under or pursuant to the Receivership Order, the Debentures or the Promissory Note), including any Liabilities to any employees of Clarocity or to a Government Authority which are in existence and due and owing as of the Closing Date which are secured by an Encumbrance over the Purchased Assets ranking in Law in priority to the Encumbrances securing the Promissory Note Debt or the Debenture Debt, as determined by a final order of the Court made on notice to Buyer or as agreed to in writing by Buyer.
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Priority Liabilities means the Priority Notes, the Director Liabilities, the WSIB Liabilities, and legal fees associated with the proposed transaction with Xxxxxx Xxxxxxx in the amount of $275,000.
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Examples of Priority Liabilities in a sentence

  • Not permit the Employee Priority Liabilities at any time to exceed seventy percent (70%) of the fair market value of the Loan Parties’ Inventory at that time.

  • Rights of Trustee as Creditor of Senior Higher Priority Liabilities; Preservation of Trustee’s Rights 86 Section 12.08.

  • The Trustee in its individual capacity shall be entitled to all the rights set forth in this Article with respect to any claims of creditors of Senior Higher Priority Liabilities which may at any time be held by it, to the same extent as any other creditors of Senior Higher Priority Liabilities, and nothing in this Senior Non Preferred Debt Securities Indenture or the Trust Indenture Act shall deprive the Trustee of any of its rights as such holder.

  • Rights of Trustee as Creditor of Senior Higher Priority Liabilities; Preservation of Trustee’s Rights 84 Section 12.08.

  • With respect to the creditors of Senior Higher Priority Liabilities, the Trustee undertakes to perform or to observe only such of its covenants and obligations as are specifically set forth in this Senior Non Preferred Debt Indenture, and no implied covenants or obligations with respect to the creditors of Senior Higher Priority Liabilities shall be read into this Senior Non Preferred Debt Indenture against the Trustee.

  • The Trustee shall not be deemed to owe any fiduciary duty to the creditors of Senior Higher Priority Liabilities and shall not be liable to any such holders if it shall mistakenly pay over or distribute to Holders of Second Ranking Senior Debt Securities of the series or to the Company or to any other Person cash, property or securities to which any creditors of Senior Higher Priority Liabilities shall be entitled by virtue of this Article or otherwise.

  • With respect to the creditors of Senior Higher Priority Liabilities, the Trustee undertakes to perform or to observe only such of its covenants and obligations as are specifically set forth in this Second Ranking Senior Debt Indenture, and no implied covenants or obligations with respect to the creditors of Senior Higher Priority Liabilities shall be read into this Second Ranking Senior Debt Indenture against the Trustee.

  • The Trustee shall not be deemed to owe any fiduciary duty to the creditors of Senior Higher Priority Liabilities and shall not be liable to any such holders if it shall mistakenly pay over or distribute to Holders of Senior Non Preferred Debt Securities of the series or to the Company or to any other Person cash, property or securities to which any creditors of Senior Higher Priority Liabilities shall be entitled by virtue of this Article or otherwise.

  • Trustee Not Fiduciary for Creditors of Senior Higher Priority Liabilities 83 Section 12.07.

  • In the event that any of the Priority Liabilities are paid and discharged in full and such payment or discharge or any part thereof shall subsequently, for whatever reason, be required to be returned or repaid, all of the provisions of this Deed shall be fully applicable to such Priority Liabilities then outstanding until all such Priority Liabilities have been paid and discharged in full.

Related to Priority Liabilities

  • Senior Higher Priority Liabilities means any obligations in respect of principal of the Issuer under any Notes and any other unsecured and unsubordinated obligations (créditos ordinarios) of the Issuer, other than the Senior Non Preferred Liabilities; and

  • Intra-Group Liabilities means the Liabilities owed by any member of the Group to any of the Intra-Group Lenders.

  • Priority Claims means, collectively, Priority Tax Claims and Other Priority Claims.

  • Covered Liabilities as defined in Subsection 11.21.

  • Other Priority Claims means any Claim, other than an Administrative Claim or a Priority Tax Claim, entitled to priority in right of payment under section 507(a) of the Bankruptcy Code.

  • Eligible Liabilities and “Special Deposits” have the meanings given to them from time to time under or pursuant to the Bank of England Act 1998 or (as may be appropriate) by the Bank of England;

  • MREL Eligible Liabilities means “eligible liabilities” (or any equivalent or successor term) which are available to meet any MREL Requirement (however called or defined by then Applicable MREL Regulations) of the Issuer under Applicable MREL Regulations;

  • Subordinated Liabilities means liabilities subordinated to Borrower’s obligations to Lender in a manner acceptable to Lender in its sole discretion.

  • First Priority Obligations means (a) with respect to the Existing First Priority Agreement, all “Obligations” of each Loan Party as defined in the Existing First Priority Agreement and (b) with respect to each other First Priority Agreement, all “Obligations” of each Loan Party as defined in such First Priority Agreement, and shall in any event include (i) all principal of and interest (including without limitation any Post-Petition Interest) and premium (if any) on all loans made or other indebtedness issued or incurred pursuant to such First Priority Agreement, (ii) all reimbursement obligations (if any) and interest thereon (including without limitation any Post-Petition Interest) with respect to any letter of credit or similar instruments issued pursuant to such First Priority Agreement, (iii) all Specified Swap Agreements, (iv) all Specified Cash Management Agreements and (v) all guarantee obligations, fees, expenses and other amounts payable from time to time pursuant to the applicable First Priority Documents, in each case whether or not allowed or allowable in an Insolvency Proceeding. To the extent any payment with respect to any First Priority Obligation (whether by or on behalf of any Loan Party, as proceeds of security, enforcement of any right of setoff or otherwise) is declared to be a fraudulent conveyance or a preference in any respect, set aside or required to be paid to a debtor in possession, any Second Priority Secured Party, receiver or similar Person, then the obligation or part thereof originally intended to be satisfied shall, for the purposes of this Agreement and the rights and obligations of the First Priority Secured Parties and the Second Priority Secured Parties, be deemed to be reinstated and outstanding as if such payment had not occurred.

  • Hedging Liabilities means the Liabilities owed by any Debtor to the Hedge Counterparties under or in connection with the Hedging Agreements.

  • Third Party Liability has the meaning ascribed thereto in Section 8.3.2;

  • DIP Obligations means “DIP Obligations” as defined in the DIP Order.

  • Liabilities means any and all debts, liabilities and obligations, whether accrued or fixed, absolute or contingent, matured or unmatured or determined or determinable, including, without limitation, those arising under any Law, Action or Governmental Order and those arising under any contract, agreement, arrangement, commitment or undertaking.

  • Priority List means the annual listing of fundable, waiting, and planning portion projects.

  • Environmental Liabilities and Costs means all liabilities, monetary obligations, Remedial Actions, losses, damages, punitive damages, consequential damages, treble damages, costs and expenses (including all reasonable fees, disbursements and expenses of counsel, experts, or consultants, and costs of investigation and feasibility studies), fines, penalties, sanctions, and interest incurred as a result of any claim or demand by any Governmental Authority or any third party, and which relate to any Environmental Action.

  • Priority Lien means a Lien granted by a Security Document to the Collateral Trustee, at any time, upon any property of the Company or any Guarantor to secure Priority Lien Obligations.

  • Priority 2 Individuals who are: Age 60 and over in need of the following medically related trips: • Need for life sustaining medical care such as dialysis, chemotherapy, radiation treatment • Multi-system failure or conditions requiring immediate medical supervision/care, e.g. diabetes, heart disease, Chronic Obstructive Pulmonary Disease (COPD) • Surgery or non-elective (immediate need) procedure

  • Liabilities and Costs means all claims, judgments, liabilities, obligations, responsibilities, losses, damages (including lost profits), punitive or treble damages, costs, disbursements and expenses (including, without limitation, reasonable attorneys’, experts’ and consulting fees and costs of investigation and feasibility studies), fines, penalties and monetary sanctions, interest, direct or indirect, known or unknown, absolute or contingent, past, present or future.

  • Priority Payables means, as of any date of determination: (a) the full amount of the liabilities of any Borrower at such time which, except for liabilities associated with Permitted Encumbrances (i) have a trust, deemed trust or statutory lien imposed to provide for payment or a security interest, pledge, hypothec, charge or other Lien ranking or capable of ranking senior to or pari passu with the Liens granted to Agent on the Collateral under federal, provincial, municipal or local law in Canada or (ii) have a right imposed to provide for payment ranking or capable of ranking senior to or pari passu with such Obligations under local or federal law, regulation or directive, including, but not limited to, claims for unremitted and/or accelerated rents, taxes (including sales tax, goods and services taxes, harmonized sales taxes and withholding taxes), wages, withholding taxes, VAT and other amounts payable to an insolvency administrator, employee withholdings or deductions and vacation pay, severance and termination pay, workers’ compensation obligations, government royalties, pension fund obligations or any amounts representing any unfunded liability (whether or not due), solvency deficiency or wind up deficiency with respect to any defined benefit plan for Canadian employees which could become subject to a trust, deemed trust or statutory lien, in each case, to the extent such trust, deemed trust, statutory lien, security interest, hypothec, charge or other Lien has been or could reasonably be expected to be imposed as determined by Agent in its sole discretion; and (b) the amount equal to the percentage applicable to Inventory located in Canada that is part of the Formula Amount which Agent, in its Permitted Discretion, considers as being, or is reasonably likely to become, subject to retention of title by a supplier or a right of a supplier to recover possession thereof, where such supplier’s right has priority over Agent’s Liens securing such Obligations, including, without limitation, Eligible Inventory subject to a right of a supplier to repossess goods pursuant to Section 81.1 of the Bankruptcy and Insolvency Act (Canada) or any applicable laws granting revendication or similar rights to unpaid suppliers or any similar laws of Canada or any other applicable jurisdiction.

  • Identified Contingent Liabilities means the maximum estimated amount of liabilities reasonably likely to result from pending litigation, asserted claims and assessments, guaranties, uninsured risks and other contingent liabilities of the Borrower and its Subsidiaries taken as a whole after giving effect to the Transactions (including all fees and expenses related thereto but exclusive of such contingent liabilities to the extent reflected in Stated Liabilities), as identified and explained in terms of their nature and estimated magnitude by responsible officers of the Borrower.

  • Environmental, Health and Safety Liabilities means any cost, damages, expense, liability, obligation or other responsibility arising from or under Environmental Law or Occupational Safety and Health Law and consisting of or relating to:

  • Priority Lien Obligations means Priority Lien Debt and all other Obligations in respect thereof.

  • Assumed Environmental Liabilities has the meaning specified in Section 7.4.

  • Contingent Liabilities means, respectively, each obligation and liability of the Credit Parties and all such obligations and liabilities of the Credit Parties incurred pursuant to any agreement, undertaking or arrangement by which any Credit Party either: (i) guarantees, endorses or otherwise becomes or is contingently liable upon (by direct or indirect agreement, contingent or otherwise, to provide funds for payment, to supply funds to, or otherwise to invest in, a debtor, or otherwise to assure a creditor against loss) the indebtedness, dividend, obligation or other liability of any other Person in any manner (other than by endorsement of instruments in the course of collection), including without limitation, any indebtedness, dividend or other obligation which may be issued or incurred at some future time; (ii) guarantees the payment of dividends or other distributions upon the shares or ownership interest of any other Person; (iii) undertakes or agrees (whether contingently or otherwise): (A) to purchase, repurchase, or otherwise acquire any indebtedness, obligation or liability of any other Person or any property or assets constituting security therefor; (B) to advance or provide funds for the payment or discharge of any indebtedness, obligation or liability of any other Person (whether in the form of loans, advances, stock purchases, capital contributions or otherwise), or to maintain solvency, assets, level of income, working capital or other financial condition of any other Person; or (C) to make payment to any other Person other than for value received; (iv) agrees to lease property or to purchase securities, property or services from such other Person with the purpose or intent of assuring the owner of such indebtedness or obligation of the ability of such other Person to make payment of the indebtedness or obligation; (v) to induce the issuance of, or in connection with the issuance of, any letter of credit for the benefit of such other Person; or (vi) undertakes or agrees otherwise to assure or insure a creditor against loss. The amount of any Contingent Liability shall (subject to any limitation set forth herein) be deemed to be the outstanding principal amount (or maximum permitted principal amount, if larger) of the indebtedness, obligation or other liability guaranteed or supported thereby.

  • Transferred Liabilities has the meaning set forth in Section 2.02(a).

  • Eurocurrency Liabilities has the meaning assigned to that term in Regulation D of the Board of Governors of the Federal Reserve System, as in effect from time to time.