Restricted Agreement definition

Restricted Agreement is any material license or other material agreement (other than over-the-counter software that is commercially available to the public) to which Borrower is a party or under which Borrower is bound (including licenses and agreements under which Borrower is the licensee): (a) that prohibits or otherwise restricts Borrower from assigning to Bank, or granting a to Bank a Lien in, Borrower’s interest in such license or agreement, the rights arising thereunder or any other property, or (b) for which a default under or termination of such license or contract could interfere with the Bank’s right to use, license, sell or collect any Collateral or otherwise exercise its rights and remedies with respect to the Collateral under the Loan Documents or applicable law.

Restricted Agreement is any material license or other material agreement (other than over-the-counter software that is commercially available to the public and “open source” licenses) to which Borrower is a party or under which Borrower is bound (including licenses and agreements under which Borrower is the licensee): (a) that prohibits or otherwise restricts Borrower from assigning to Bank, or granting to Bank a Lien in, Borrower’s interest in such license or agreement, the rights arising thereunder or any other property, or (b) for which a default under or termination of such license or contract could interfere with the Bank’s right to use, license, sell or collect any Collateral or otherwise exercise its rights and remedies with respect to the Collateral under the Loan Documents or applicable law.

Restricted Agreement means any license or other agreement (other than over-the-counter software that is commercially available to the public) to which Borrower is a party or under which Borrower is bound (including licenses and agreements under which Borrower is the licensee), the failure, breach or termination of which could reasonably be expected to have a Material Adverse Effect.

Examples of Restricted Agreement in a sentence

• These shares are subject to the forfeiture provisions of the 2002 Plan, the Agreement and the Restricted Agreement and the transferability restrictions set forth therein.

• Any counterparty to an Additional Restricted Agreement who receives an Additional Assignment Notice shall have seven (7) Business Days from the date of such Additional Assignment Notice (the “ Objection Deadline”) to provide notice to the Monitor and the Applicants of any objection it has to such assignment to and assumption by Mantle of the applicable Additional Restricted Agreement.

• Immediately following the assignment and transfer of the Restricted Agreements no counterparty under any Restricted Agreement shall have any claim, whatsoever against the Applicants or the Monitor.

• All monetary defaults in relation to the Restricted Agreements existing prior to the Closing, if any, other than those arising by reason only of the insolvency of the Applicants, the commencement of these CCAA proceedings or the failure to perform a non-monetary obligation under any Restricted Agreement, shall be paid to the Monitor on Closing as part of the Purchase Price and in accordance with the APA.

• If the Monitor and the Applicants do not receive any notice of objection to the assignment to and assumption by Mantle of an Additional Restricted Agreement by the Objection Deadline, the Applicants shall be authorized to assign such Additional Restricted Agreement to Mantle subject to paragraphs3 to 7, inclusive, of this Order, which shall apply mutatis mutandis to the assignment and assumption of any Additional Restricted Agreements without any further Court order.

More Definitions of Restricted Agreement

Restricted Agreement is any material license or other material agreement (other than over-the-counter software that is commercially available to the public and “open source” licenses) to which a Borrower is a party or under which a Borrower is bound (including licenses and agreements under which a Borrower is the licensee): (a) that prohibits or otherwise restricts such Borrower from assigning to Bank, or granting to Bank a Lien in, such Borrower’s interest in such license or agreement, the rights arising thereunder or any other property, or (b) for which a default under or termination of such license or contract could interfere with the Bank’s right to use, license, sell or collect any Collateral or otherwise exercise its rights and remedies with respect to the Collateral under the Loan Documents or applicable law.

Restricted Agreement means (i) any syndicated bank credit facility under which obligations in an amount in excess of $50,000,000 may be incurred or (ii) any agreement or instrument evidencing or governing debt securities issued in a capital markets transaction in an aggregate principal amount in excess of $100,000,000.

Restricted Agreement is any material license (other than over-the-counter software that is commercially available to the public and “open source” licenses) pursuant to which a Credit Party is the licensee: (a) that prohibits or otherwise restricts a Credit Party from assigning to Lender, or granting to Lender a Lien in, the Borrower’s interest in such license or agreement, the rights arising thereunder or any other property, or (b) for which a default under or termination of such license or contract could interfere with the Lender’s right to use, license, sell or collect any Collateral or otherwise exercise its rights and remedies with respect to the Collateral under the Loan Documents or applicable law.

Restricted Agreement shall have the meaning ascribed thereto in Section 6.02(m). REVOLVING CREDIT LOAN and REVOLVING CREDIT LOANS shall have the meanings ascribed thereto in Section 2.01(a).

Restricted Agreement is any agreement to which Borrower is a party with respect to which Borrower is prohibited pursuant to transferability restrictions set forth under such agreement or under any applicable law, from granting a charge over Borrower’s interest in such agreement.

Restricted Agreement means, collectively, the material Acquisition Documents, the Management Agreement, the Ultimate Parent Limited Liability Partnership Agreement, and the Organizational Documents of Borrower and Ultimate Parent.

Restricted Agreement shall have the meaning specified in paragraph 6E(3).