Market Facilitation Sample Clauses

Market Facilitation. In the event at least €100.0 million of PIK Notes have been issued and subject to any legal or regulatory restrictions on such Market Facilitations (as defined below), the Company will, and will cause its subsidiaries to, make commercially reasonable efforts to facilitate within 90 days of the Exchange the development of a secondary market (the "Market Facilitation") for the PIK Notes by (i) preparing an offering memorandum relating to the PIK Notes in customary form for European high yield bond offerings pursuant to Rule 144A/Regulation S, without U.S. SEC registration rights (including, in each case, all historical, pro forma and other financial and other information required under applicable securities laws giving due regard to the financial condition and prospects of Company and to the type of information and level of detail of such information that is reasonably required to market the PIK Notes and specifying whether any holders of PIK Notes are selling PIK Notes pursuant to such offering memorandum), (ii) satisfying (to the extent applicable) customary closing conditions and other requirements for such bond offerings, including delivery of legal opinions and letters and auditors' comfort letters, (iii) preparing, participating in and completing the appropriate ratings agency presentations, (iv) listing the PIK Notes on the Irish Stock Exchange, Luxembourg Stock Exchange, any exchange or market on which the High Yield Notes, Demand Securities or Exchange Notes are listed or such other accepted Western European securities market reasonably acceptable to the Arrangers, (v) preparing, participating in and completing a "road show" and meetings with research analysts and (vi) entering into a customary agreement with any holders of PIK Notes acting as selling security holders; provided, however, that holders of PIK Notes may be required to make representations and warranties, give covenants and provide opinions customary for sellers of securities in such offerings. At the Arrangers' request on terms reasonably acceptable to the Company and the Arrangers, the Company will also enter into a customary dealer manager or similar agreement with the Arrangers, provided that the Company will not be required to pay to the Arrangers a fee for the Exchange or Market Facilitation.
Sample 1
AutoNDA by SimpleDocs
Market Facilitation. 4. The Borrower shall submit to its parliament a xxxx on financial reporting, which shall include provisions for (a) establishment of an independent financial reporting council to adopt international accounting and auditing standards for public interest entities, and to monitor and enforce them; (b) licensing of auditors and accountants; and (c) establishment of independent administrative tribunal to hear appeals on the decisions of the financial reporting council.
Sample 1
Market Facilitation. 2. The Borrower shall cause BSEC to operationalize the special tribunal for capital market related cases.
Sample 1
Market Facilitation. 7. The Borrower shall cause SEC to formulate and approve a long term capital market master plan to guide the direction and implementation of capital market development reforms.
Sample 1

Related to Market Facilitation

  • Facilitation The Receiver agrees to facilitate the assumption, assignment or sublease of leases or the negotiation of new leases by the Assuming Institution; provided, that neither the Receiver nor the Corporation shall be obligated to engage in litigation, make payments to the Assuming Institution or to any third party in connection with facilitating any such assumption, assignment, sublease or negotiation or commit to any other obligations to third parties.

  • Facilitation of Agreement I agree to execute promptly any proper oath or verify any proper document required to carry out the terms of this Agreement upon the Company’s written request to do so.

  • Stabilization and Manipulation Neither the Adviser, the Administrator nor any of their respective partners, officers, affiliates or controlling persons has taken, directly or indirectly, any action designed, under the 1934 Act, to result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale of the Securities in violation of any law, statute, regulation or rule applicable to the Adviser, the Administrator or any of their respective partners, officers, affiliates or controlling persons.

  • Facilitation of Distribution In order to facilitate the distribution and sale of the Securities, you authorize the Manager to buy and sell Securities and any Other Securities, in addition to Securities sold pursuant to Article III hereof, in the open market or otherwise (including, without limitation, pursuant to any Intersyndicate Agreement), for long or short account, on such terms as it may deem advisable, and to over-allot in arranging sales. Such purchases and sales and over-allotments will be made for the accounts of the several Underwriters as nearly as practicable to their respective Underwriting Percentages or, in the case of an International Offering, such purchases and sales will be for such accounts as set forth in the applicable Intersyndicate Agreement. Any Securities or Other Securities which may have been purchased by the Manager for stabilizing purposes in connection with the Offering prior to the acceptance of the applicable AAU will be treated as having been purchased pursuant to this Section 5.1 for the accounts of the several Underwriters or, in the case of an International Offering, for such accounts as are set forth in the applicable Intersyndicate Agreement. Your net commitment pursuant to the foregoing authorization will not exceed at the close of business on any day an amount equal to 20% of your Underwriting Percentage of the aggregate initial Offering Price of the Firm Securities, it being understood that, in calculating such net commitment, the initial Offering Price will be used with respect to the Securities so purchased or sold and, in the case of all Other Securities, will be the purchase price thereof. For purposes of determining your net commitment for short account (i.e., “naked short”), any short position that can be covered with: (a) Securities that may be purchased upon exercise of any option to purchase Additional Securities, (b) in the case of an International Offering, any Securities or Other Securities that the Manager has agreed to purchase for your account pursuant to any applicable Intersyndicate Agreement, and (c) Securities that may be purchased pursuant to a forward sale contract or similar arrangement with the Issuer or any selling security holder in the Offering, will be disregarded. On demand you will take up and pay for any Securities or Other Securities so purchased for your account and any Securities released to you pursuant to Section 3.7 hereof, and will deliver to the Manager against payment any Securities or Other Securities so sold or over-allotted for your account or released to you. The Manager will notify you if it engages in any stabilization transaction in accordance with Rule 17a-2 under the 1934 Act, and will notify you of the date of termination of stabilization. You will not stabilize or engage in any syndicate covering transaction (as defined in Rule 100 of Regulation M under the 1934 Act (“Regulation M”)) in connection with the Offering without the prior consent of the Manager. You will provide to the Manager any reports required of you pursuant to Rule 17a-2 of the 1934 Act not later than the date specified therein.

  • Coordination The Parties shall confer regularly to coordinate the planning, scheduling and performance of preventive and corrective maintenance on the Large Generating Facility and the Interconnection Facilities.

  • Cooperation and Coordination The Parties acknowledge and agree that it is their mutual objective and intent to minimize, to the extent feasible and legal, taxes payable with respect to their collaborative efforts under this Agreement and that they shall use all commercially reasonable efforts to cooperate and coordinate with each other to achieve such objective.

  • Raising of the Capital in Connection with the Initial Business Combination If (x) the Company issues additional Ordinary Shares or equity-linked securities for capital raising purposes in connection with the closing of its initial Business Combination at an issue price or effective issue price of less than $9.20 per Ordinary Share (with such issue price or effective issue price to be determined in good faith by the Board and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Class B ordinary shares, par value $0.0001 per share, of the Company held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the Company’s initial Business Combination on the date of the completion of the Company’s initial Business Combination (net of redemptions), and (z) the volume-weighted average trading price of Ordinary Shares during the twenty (20) trading day period starting on the trading day prior to the day on which the Company consummates its initial Business Combination (such price, the “Market Value”) is below $9.20 per share, the Warrant Price shall be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, the $18.00 per share redemption trigger price described in Section 6.1 and Section 6.2 shall be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price and the $10.00 per share redemption trigger price described in Section 6.2 shall be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price.

  • Auctions Lessee shall not conduct, nor permit to be conducted, either voluntarily or involuntarily, any auction upon the Premises without first having obtained Lessor's prior written consent. Notwithstanding anything to the contrary in this Lease, Lessor shall not be obligated to exercise any standard of reasonableness in determining whether to grant such consent.

  • Procurement All goods, works and services required for the Project and to be financed out of the proceeds of the Financing shall be procured in accordance with the provisions of Section III of Schedule 2 to the Financing Agreement.

Time is Money Join Law Insider Premium to draft better contracts faster.