SPE Entity Criteria Sample Clauses

The SPE Entity Criteria clause defines the specific requirements and characteristics that a Special Purpose Entity (SPE) must meet to be recognized under the agreement. Typically, this includes stipulations regarding the entity’s legal structure, independence from the parent company, and limitations on its activities, such as restrictions on incurring additional debt or engaging in business outside the defined transaction. By clearly outlining these criteria, the clause ensures that the SPE maintains its intended legal and financial separation, thereby mitigating risks related to consolidation, bankruptcy, or regulatory compliance.
SPE Entity Criteria. With respect to any SPE Entity, a “Single Purpose Entity” means a corporation or a Delaware single member limited liability company which, at all times since its formation and thereafter complies in its own right with each of the requirements contained in §7.21(b)(i)(A)-(X) except that: (A) with respect to §7.21(b)(i)(A) the SPE Entity shall not engage in any business or activity other than being the sole managing member or general partner, as the case may be, of Borrower and owning its Equity Interest in Borrower; (B) with respect to §7.21(b)(i)(B), the SPE Entity has not and shall not acquire or own any assets other than its Equity Interest in Borrower; and (C) with respect to §7.21(b)(i)(M) the SPE Entity has not and shall not incur any debt, secured or unsecured, direct or contingent (including, without limitation, guaranteeing any obligation) other than the Obligations and Hedge Obligations;
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Related to SPE Entity Criteria

  • General Criteria (a) If general criteria are required as part of the Application, only one (1) set shall be completed. General criteria measure the quality of the Land Manager’s overall OHV program. The Applicants shall answer these questions with respect to the entirety of the OHV operation, including all trails and areas available for OHV Recreation, not just specific Projects or Project Areas. (b) General criteria include, but are not limited to, the following: (1) OHV Opportunity and services provided, (2) Agency contribution to the overall cost of managing and delivering the OHV Opportunity, (3) Management of natural and Cultural Resources, (4) Effective education of rules/regulations, and (5) Past performance in completing and administering ▇▇▇▇▇ funded Projects. (c) Non-land manager Applicants required to complete the general criteria shall cooperate with the Land Manager(s) to obtain the information necessary to complete the general criteria section of the Application. Note: Authority cited: Sections 5001.5 and 5003, Public Resources Code. Reference: Sections 5024.1, 5090.32 and 5090.50, Public Resources Code.

  • Eligibility Criteria Students seeking college credit through this bilateral articulation agreement must meet the following criteria/requirements: • The student must have completed the secondary Tech Prep competencies (academic and technical) relevant to the Central Ohio Technical College courses, with a grade of A, B, or C. • An application and subsequent matriculation to Information Technology and Digital Media Design Technology Programs at Central Ohio Technical College must occur within 3 years of the high school graduation date. • The student is responsible to inform college admissions personnel of his/her eligibility for articulated college credit and verify that appropriate documentation has been provided to the college by the secondary school. • Secondary instructors are required to have the appropriate teaching credential as defined by the Ohio Department of Education. • For the purpose of compliance with state, program or regional accreditation standards, Central Ohio Technical College reserves the right to review, validate and copy the credentials (e.g., college transcripts and resumes) of the instructors of articulated courses for external auditing purposes. • The secondary instructor(s) will complete an Instructor Recommendation Form for each student upon completion which will be maintained in the student’s secondary permanent file. An Instructor Recommendation Form must be submitted to the Records and Registration Office prior to receiving credit. • The college and secondary school will develop methods of publicizing the agreement to encourage students to take advantage of seamless transitions and advanced placement opportunities. • There will be no charge for college credit awarded through this agreement. • Student eligibility for technical or related credit is primarily determined by high school teachers evaluation based upon predetermined criteria set by the college. In certain cases, record of relevant student external certification, college proficiency testing, review of portfolios, or other forms of assessment may also be required. • Placement in Central Ohio Technical College’s courses is determined by the college’s official placement policy. Credit is available only for the technical courses specified on the attached list of articulated courses. • Articulated courses are recorded on the student’s permanent records after a student enrolls in and completes a non-articulated college credit hour at Central Ohio Technical College. The administrators and faculty of the program at both levels pledge their commitment and support to continuing this relationship and to promoting these articulation opportunities to the students. C-TEC Central Ohio Technical College 5/11/2023 ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Ed.D. Superintendent Date 5/10/2023 ▇▇. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Provost Date 5/10/2023 ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Director Date 5/10/2023 ▇▇▇▇▇▇ ▇▇▇▇▇▇, EJD Date ▇▇▇▇ of Technical Studies

  • Servicing Criteria    Applicable Servicing Criteria Reference Criteria

  • Service Eligibility Criteria 5.2.5.1 Southern Telecom must certify for each high-capacity EEL that all of the following service eligibility criteria are met: 5.2.5.1.1 Southern Telecom has received state certification to provide local voice service in the area being served; 5.2.5.2 For each combined circuit, including each DS1 circuit, each DS1 EEL, and each DS1-equivalent circuit on a DS3 EEL: 5.2.5.2.1 1) Each circuit to be provided to each End User will be assigned a local number prior to the provision of service over that circuit; 5.2.5.2.2 2) Each DS1-equivalent circuit on a DS3 EEL must have its own local number assignment so that each DS3 must have at least twenty-eight (28) local voice numbers assigned to it; 5.2.5.2.3 3) Each circuit to be provided to each End User will have 911 or E911 capability prior to provision of service over that circuit; 5.2.5.2.4 4) Each circuit to be provided to each End User will terminate in a collocation arrangement that meets the requirements of 47 CFR 51.318(c); 5.2.5.2.5 5) Each circuit to be provided to each End User will be served by an interconnection trunk over which Southern Telecom will transmit the calling party’s number in connection with calls exchanged over the trunk; 5.2.5.2.6 6) For each twenty-four (24) DS1 EELs or other facilities having equivalent capacity, Southern Telecom will have at least one (1) active DS1 local service interconnection trunk over which Southern Telecom will transmit the calling party’s number in connection with calls exchanged over the trunk; 5.2.5.2.7 7) Each circuit to be provided to each End User will be served by a switch capable of switching local voice traffic.

  • Special Purpose Entity/Separateness (a) Borrower hereby (i) represents and warrants that, from the Original Closing Date until the date hereof, each Borrower and each SPE Party (other than Paris Individual Borrower and ▇▇▇▇▇▇▇▇ Individual Borrower) has been a Special Purpose Entity (as such term was defined in the Original Loan Agreement), and (ii) represents, warrants and covenants that from the date hereof until the Debt is paid in full each Borrower and each SPE Party (other than Paris Individual Borrower and ▇▇▇▇▇▇▇▇ Individual Borrower) is, shall be and shall continue to be a Special Purpose Entity. Borrower hereby (1) represents and warrants that, from the Swap Closing Date until the date hereof, each of Paris Individual Borrower and ▇▇▇▇▇▇▇▇ Individual Borrower has been a Special Purpose Entity (as such term was defined in the Original Loan Agreement), and (2) represents, warrants and covenants that from the date hereof until the Debt is paid in full each of Paris Individual Borrower and ▇▇▇▇▇▇▇▇ Individual Borrower is, shall be and shall continue to be a Special Purpose Entity. Each of Original Tahoe Borrower and Original Showboat Borrower was a Special Purpose Entity (as such term was defined in the Original Loan Agreement) for the period from the Original Closing Date to and including the Swap Closing Date. (b) The representations, warranties and covenants set forth in Section 4.1.30 shall survive for so long as any amount remains payable to any Lender under this Agreement or any other Loan Document. (c) All of the assumptions made in the Insolvency Opinion, including, but not limited to, any exhibits attached thereto, are true and correct and any assumptions made in any subsequent non-consolidation opinion or update required to be delivered in connection with the Loan Documents (an “Additional Insolvency Opinion”), including, but not limited to, any exhibits attached thereto, will have been and shall be true and correct. Borrower has complied and will comply with, and Borrower shall cause each SPE Party, Manager and Operating Company to comply with, all of the assumptions made with respect to the SPE Parties, Manager and Operating Company in the Insolvency Opinion. The SPE Parties will have complied and will comply with all of the assumptions made with respect to the SPE Parties in any Additional Insolvency Opinion. Each entity with respect to which an assumption shall be made in any Additional Insolvency Opinion will have complied and will comply with all of the assumptions made with respect to it in any Additional Insolvency Opinion. (d) All of the assumptions made in the True Lease Opinion, including, but not limited to, any exhibits attached thereto, are true and correct and any assumptions made in any subsequent true lease opinion or update required to be delivered in connection with the Loan Documents (an “Additional True Lease Opinion”), including, but not limited to, any exhibits attached thereto, will have been and shall be true and correct. Each SPE Party has complied and will comply with, and Borrower shall cause Manager and Operating Company to comply with, all of the assumptions made with respect to such SPE Parties and Operating Company in the True Lease Opinion. Each SPE Party will have complied and will comply with all of the assumptions made with respect to such SPE Parties in any Additional True Lease Opinion. Each entity with respect to which an assumption shall be made in any Additional True Lease Opinion will have complied and will comply with all of the assumptions made with respect to it in any Additional True Lease Opinion.