EBT Sample Clauses

EBT. 2.7.1 RPS confirms that, as at 16 September 2022, the RPS Employee Benefit Trust (EBT) held 735,473 RPS Shares. 2.7.2 Tetra Tech and RPS agree that RPS will request that the trustee of the EBT use any RPS Shares it holds to satisfy, firstly, outstanding awards under the RPS Share Plans which would otherwise have been settled by way of the issue of new RPS Shares as far as possible in priority to the issue of any new RPS Shares and, secondly and only if all such awards are settled without the issue of new RPS Shares, other outstanding awards under the RPS Share Plans as far as possible in priority to the purchase of existing RPS Shares to satisfy such awards. 2.7.3 To the extent there are insufficient RPS Shares in the EBT to satisfy all outstanding awards under the RPS Share Plans, and/or there are outstanding awards under the RPS Share Plans which will be settled in cash or bonuses or other cash payments that will be paid in relation to the RPS Share Plans (including the bonuses described in paragraph 2.4.4), Tetra Tech and RPS agree that RPS will request that the trustee of the EBT use any cash it holds to settle outstanding awards under the RPS Share Plans, or such bonuses or other cash payments in cash; or to subscribe for new RPS Shares or to purchase existing RPS Shares to satisfy outstanding awards under the RPS Share Plans, at RPS's discretion.
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EBT. The EBT holds 71,641 Target Shares. The Target will take such steps as are within its power to procure that these Target Shares are applied to the maximum extent possible in satisfying outstanding rights under the Share Schemes.
EBT. 2.7.1 RPS confirms that, as at 30 June 2022, the RPS Employee Benefit Trust (EBT) held 853,298 RPS Shares. 2.7.2 WSP Holdings and RPS agree that RPS will request that the trustee of the EBT use any RPS Shares it holds to satisfy outstanding awards under the RPS Share Plans as far as possible in priority to the issue of any new RPS Shares or the purchase of existing RPS Shares to satisfy such awards. 2.7.3 To the extent there are insufficient RPS Shares in the EBT to satisfy outstanding awards under the RPS Share Plans, WSP Holdings and RPS agree that RPS will request that the trustee of the EBT use any cash it holds to settle outstanding awards under the RPS Share Plans in cash; or to subscribe for new RPS Shares or to purchase existing RPS Shares to satisfy outstanding awards under the RPS Share Plans, at RPS's discretion.
EBT. 3.1 Subject to clause 3.3, in the event that the Company receives cash payments from time to time in repayment of the Trustee Facility Agreement the Buyer shall apply an amount equal to the sums received (less any Tax, including any such Tax as is referred to clause 3.1(e) of the Tax Deed, and less any costs of collection) (“Net EBT Collections”) as follows: (a) if the cash payments are received by the Company in free and cleared funds prior to or on the Claims Expiry Date the Net EBT Collections shall be allocated to the Contingency Fund and shall be governed by the terms of Schedule 6 to the SPA and the Buyer shall waive its right to payment in respect of any Tax referred to in clause 3.1(e) of the Tax Deed as is equal to the amount not allocated to the Contingency Fund by virtue of the deductions in determining the Net EBT Collections PROVIDED THAT such Tax will be treated as having been paid to the Buyer by the Sellers under clause 3 of the Tax Deed for the purposes of clause 8 of the Tax Deed); (b) if the cash payments are received in free and cleared funds by the Company after the Claims Expiry Date then: (i) if there are any actual or contingent liabilities of the Buyer or any Group Company in connection with the EBT Plan which have not otherwise been collateralised or secured pursuant to paragraph 34 of Schedule 6 to the SPA the Net EBT Collections shall be used to satisfy or collateralise or secure such liabilities in accordance with paragraph 34 of Schedule 6 to the SPA; and (ii) if not, or if there is any excess after the satisfaction, collateralisation or security described at paragraph 3.1
EBT. A minimum of $1,000,000 required for the six-month period ending June 30, 2006. A minimum of $3,750,000 for the nine-month period ending September 30, 2006. EBT through the end of this reporting period equals $ Yes No Net Income (Loss) $ Plus: Income Tax Expense8 $ TOTAL: $ 8 To the extent included in the determination of such Net Income (Loss). A. The undersigned represent and warrant to the Purchaser that the undersigned have individually reviewed the provisions of the Purchase Agreement and that a review of the activities of the Company during the period covered by this Compliance Certificate has been made by or under the supervision of the undersigned with a view to determining whether the Company has kept, observed, performed and fulfilled all of its obligations under the Purchase Agreement. B. The Obligors have observed and performed each and every undertaking contained in the Purchase Agreement, and no Default or Event of Default has occurred and is continuing. C. That all information set forth in this Compliance Certificate is true, complete, and accurate. Executed this day of , 20 . PEMCO AVIATION GROUP, INC. By: Its: PEMCO AEROPLEX, INC. By: Its: PEMCO ENGINEERS, INC. By: Its: PEMCO WORLD AIR SERVICES, INC. By: Its: SPACE VECTOR CORPORATION By: Its:
EBT. In respect of the EBT: (a) the Group has no obligations to or in respect of the EBT or the trustees thereof; (b) the Group has no liability for Tax in respect of the EBT; (c) the Group has not made any contributions to the EBT by way of a loan and does not have any outstanding loan obligations or Tax Liabilities; and (d) the EBT does not hold any assets and no assets have been earmarked for any beneficiary as that term is understood in Part 7A ITEPA 2003.
EBT 
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Related to EBT

  • CFR 200 328. Failure to submit such required Performance Reports may cause a delay or suspension of funding. 30 ILCS 705/1 et seq.

  • Fund Administration Money Market Fund Services Subject to the authorization and direction of the Trust, the Administrator will provide the money market fund services set forth on Schedule A(i) (the “Money Market Services”) to the Trusts listed on Exhibit A hereto assist the Trusts in complying with certain of the compliance testing and reporting requirements applicable to the Trusts that are “money market funds” within the meaning of Rule 2a-7 under the 1940 Act.

  • Multi-Year Planning The CAPS will be in a form acceptable to the LHIN and may be required to incorporate (1) prudent multi-year financial forecasts; (2) plans for the achievement of performance targets; and (3) realistic risk management strategies. It will be aligned with the LHIN’s then current Integrated Health Service Plan and will reflect local LHIN priorities and initiatives. If the LHIN has provided multi-year planning targets for the HSP, the CAPS will reflect the planning targets.

  • Net Operating Income For any Real Estate and for a given period, an amount equal to the sum of (a) the rents, common area reimbursements, and service and other income for such Real Estate for such period received in the ordinary course of business from tenants or licensees in occupancy paying rent (excluding pre-paid rents and revenues and security deposits except to the extent applied in satisfaction of tenants’ or licensees’ obligations for rent and any non-recurring fees, charges or amounts including, without limitation, set-up fees and termination fees) minus (b) all expenses paid or accrued and related to the ownership, operation or maintenance of such Real Estate for such period, including, but not limited to, taxes, assessments and the like, insurance, utilities, payroll costs, maintenance, repair and landscaping expenses, marketing expenses, and general and administrative expenses (including an appropriate allocation for legal, accounting, advertising, marketing and other expenses incurred in connection with such Real Estate, but specifically excluding general overhead expenses of REIT and its Subsidiaries, any property management fees and non recurring charges), minus (c) the greater of (i) actual property management expenses of such Real Estate, or (ii) an amount equal to three percent (3.0%) of the gross revenues from such Real Estate excluding straight line leveling adjustments required under GAAP and amortization of intangibles pursuant to FAS 141R, minus (d) all rents, common area reimbursements and other income for such Real Estate received from tenants or licensees in default of payment or other material obligations under their lease, or with respect to leases as to which the tenant or licensee or any guarantor thereunder is subject to any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution, liquidation or similar debtor relief proceeding.

  • EBITDA The term “EBITDA” shall mean, with respect to any fiscal period, “Consolidated EBITDA” as defined in the Credit Agreement, provided that the following should also be excluded from the calculation of EBITDA to the extent not already excluded from the calculation of Consolidated EBITDA under the Credit Agreement: (i) Non-Cash Charges (as defined in the Credit Agreement) related to any issuances of equity securities; (ii) fees and expenses relating to the Acquisition; (iii) financing fees (both cash and non-cash) relating to the Acquisition; (iv) covenant-not-to-compete payments to certain members of the Company’s senior management and related expenses; (v) expenses (or any portion thereof) incurred outside of the ordinary course of business that are approved by the Board which the Board determines in its good faith discretion are in the best interest of the Company but which will have a disproportionately adverse impact on the Company’s short term financial performance, affecting the Company’s ability to achieve financial targets related to the vesting of the Class C Units under the Incentive Unit Subscription Agreements or the Company’s annual bonus plan; (vi) costs and expenses incurred in connection with evaluating and consummating acquisitions not contemplated by the Company’s annual plan, as such plan is approved by the Board in good faith; (vii) related party expenditures that are subject to the prior written consent of the Majority Executives pursuant to Section 2.3(a) of the Securityholders Agreement but have failed to receive such consent; (viii) advisors’ fees and expenses incurred outside the ordinary course of business related solely to Vestar’s activities that are unrelated to the Company; (ix) costs associated with any put option or call option contemplated by any Rollover Subscription Agreement or Incentive Unit Subscription Agreement; (x) costs associated with any proposed initial Public Offering or Sale of the Company (as such terms are defined in the Securityholders Agreement); (xi) expenses related to any litigation arising from the Acquisition; (x) management fees and costs related to the activities giving rise to such fees that are paid to, paid for or reimbursed to Vestar and its Affiliates; and (xii) material expenditures or incremental expenditures inconsistent with prior practice (to the extent that prior practice is relevant) required by Board (where Management Managers (as defined in the Securityholders Agreement) unanimously dissent) unless such expenditures are reasonably likely to result in any benefit (whether economic or non-economic) to the Company as determined by the Board in its good faith discretion.

  • Minimum Net Income If as of the last day of any calendar month within a fiscal quarter of the Seller, the Seller’s consolidated Adjusted Tangible Net Worth is less than [***] or the Seller, on a consolidated basis, has cash and Cash Equivalents in an amount that is less than [***], in either case, the Seller’s consolidated Net Income for that fiscal quarter before income taxes for such fiscal quarter shall equal or exceed [***].

  • EOP 004-4 Substituted EOP-004-4 for EOP-004-3 3/12/2019

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  • CFR Ch I (1–1–12 Edition)

  • STEP II If the grievance is not resolved at Step I, the Association may refer the grievance to the superintendent or the superintendent's official designee within fifteen (15) days after receipt of the Step I answer. The superintendent shall arrange with the Association representative for a meeting to take place within fifteen (15) days of the superintendent's receipt of the appeal. Within ten (10) days of the meeting, the Association shall be provided with the superintendent's written response, including the reasons for the decision.

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