Final Additional Payment Sample Clauses

Final Additional Payment. Within five business days after the Annual Determination for calendar year 2012 and any adjustments thereto shall have become binding on the parties as provided in Section 2.1.4 below, the Purchaser shall pay to WWG the Final Additional Payment ("FIAP"), calculated as follows: FIAP = 90% x (2012 Adjusted Profits x 40%) ; provided, however, in the event that 2012 Adjusted Profits is less than the result of (x) the sum of (i) $2,200,000 plus (ii) (FIP times 20%), plus (iii) (FIIP times 20%), divided by (y) 60%, then FIAP shall equal (A) the excess, if any, of (i) 2012 Adjusted Profits over (ii) the sum of (X) $2,200,000, plus (Y) (FIP times 20%) plus (Z) (FIIP times 20%), multiplied by (B) 90%; ; provided further, however, in the event that the sum of 2010 Adjusted Profits and 2011 Adjusted Profits were less than the sum of (I) $4,033,333 plus (II) (FIP times 20%), then for purposes of the calculations of FIAP above, 2012 Adjusted Profits shall be reduced by the amount of such shortfall.
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Final Additional Payment. Subject to clause (m) below, within five business days after the determination of Adjusted GAAP PBT for calendar year 2014 and any adjustments thereto shall have become binding on the parties in accordance with the Operating Agreement, the Purchaser shall pay to IMS Holdco the Final Additional Payment ("FIAP"), calculated as follows: FIAP = Applicable Percentage x 22.5% x 2014 Adjusted GAAP PBT ; provided, however, in the event that 2014 Adjusted GAAP PBT were less than $8,000,000, then FIAP shall equal (A) the excess, if any, of (i) 2014 Adjusted GAAP PBT over (ii) $6,000,000, multiplied by (B) 90%, multiplied by (C) the Applicable Percentage; ; provided further, however, in the event that (x) the sum of 2010 Adjusted GAAP PBT, 2011 Adjusted GAAP PBT, 2012 Adjusted GAAP PBT and 2013 Adjusted GAAP PBT minus (y) (i) the sum of (A) FAP divided by the Applicable Percentage applicable to FAP, (B) SAP divided by the Applicable Percentage applicable to SAP, (C) TAP divided by the Applicable Percentage applicable to TAP and (D) FOAP divided by the Applicable Percentage applicable to FOAP divided by (ii) 90% minus (z) the 2010 Growth Payment, were less than $22,000,000, then for purposes of the calculations of FIAP above, 2014 Adjusted GAAP PBT shall be reduced by the amount of such shortfall.

Related to Final Additional Payment

  • No Additional Payments There is no obligation on the part of the Company or any other party to make payments in addition to those made by the Mortgagor;

  • Additional Payment (a) If, notwithstanding the provisions of Section 8(a)(ii), but subject to subsection (b), it is ultimately determined by a court or pursuant to a final determination by the Internal Revenue Service that any portion of Total Payments is subject to the tax (the "Excise Tax") imposed by Section 4999 of the Code (or any successor provision), then the Company shall pay to the Executive an additional amount (the "Gross-Up Payment") such that the net amount retained by the Executive after deduction of any Excise Tax and any interest charges or penalties in respect of the imposition of such Excise Tax (but not any federal, state or local income tax) on the Total Payments, and any federal, state and local income tax and Excise Tax upon the payment provided for by this Section 23 shall be equal to the Total Payments. For purposes of determining the amount of the Gross-Up Payment, the Executive shall be deemed to pay federal income taxes at the highest marginal rate of federal income taxation in the calendar year in which the Gross-Up Payment is to be made and state and local income taxes at the highest marginal rates of taxation in the state and locality of the Executive's domicile for income tax purposes on the date the Gross-Up Payment is made, net of the maximum reduction in federal income taxes that could be obtained from deduction of such state and local taxes.

  • Additional Payments Any sums expended by Agent or any Lender due to any Borrower’s failure to perform or comply with its obligations under this Agreement or any Other Document including any Borrower’s obligations under Sections 4.2, 4.4, 4.12, 4.13, 4.14 and 6.1 hereof, may be charged to Borrowers’ Account as a Revolving Advance and added to the Obligations.

  • Final Payment The Final Payment, when due hereunder, to be shared between the Lenders in accordance with their respective Pro Rata Shares;

  • Certain Additional Payments In connection with any assignment of rights and obligations of any Defaulting Lender hereunder, no such assignment shall be effective unless and until, in addition to the other conditions thereto set forth herein, the parties to the assignment shall make such additional payments to the Administrative Agent in an aggregate amount sufficient, upon distribution thereof as appropriate (which may be outright payment, purchases by the assignee of participations or subparticipations, or other compensating actions, including funding, with the consent of the Borrower and the Administrative Agent, the applicable pro rata share of Loans previously requested but not funded by the Defaulting Lender, to each of which the applicable assignee and assignor hereby irrevocably consent), to (x) pay and satisfy in full all payment liabilities then owed by such Defaulting Lender to the Administrative Agent, the L/C Issuer or any Lender hereunder (and interest accrued thereon) and (y) acquire (and fund as appropriate) its full pro rata share of all Loans and participations in Letters of Credit and Swing Line Loans in accordance with its Applicable Percentage. Notwithstanding the foregoing, in the event that any assignment of rights and obligations of any Defaulting Lender hereunder shall become effective under applicable Law without compliance with the provisions of this paragraph, then the assignee of such interest shall be deemed to be a Defaulting Lender for all purposes of this Agreement until such compliance occurs.

  • Payment Processing; Allocation; Priority of Payments (i) The Servicer shall post all payments received to Customer accounts as promptly as practicable, and, in any event, substantially all payments shall be posted no later than three (3) Business Days after receipt.

  • No Additional Fees/Payment Other than the consideration specifically referenced herein, the parties hereto agree that no fee, payment or additional consideration in any form has been or will be paid to the Holder in connection with this Agreement.

  • Payment of Additional Amounts (a) The Issuer and the Guarantor shall pay, in respect of any payment of principal of, and any premium and interest on the Notes, to a registered holder or beneficial owner thereof that, in the case of payment by the Issuer, is not a resident of the jurisdiction of incorporation or residence for tax purposes of the Issuer or any successor entity, or any political subdivision or taxing authority thereof or therein (the “Issuer Jurisdiction”), or in the case of payment by the Guarantor, is not a resident of the jurisdiction of incorporation or residence for tax purposes of the Guarantor or any successor entity, or any political subdivision or taxing authority thereof or therein (the “Guarantor Jurisdiction”, and together with the Issuer Jurisdiction, the “Relevant Jurisdictions”) for purposes of taxation, such additional amounts (“Additional Amounts”) as may be necessary so that the net amount received by such registered holder or beneficial owner of a Note, after deduction or withholding for any and all present and future tax, levy, impost or other governmental charge whatsoever imposed, assessed, levied or collected by or for the account of the United States, the United Kingdom or any political subdivision thereof or any authority thereof having the power to tax, or any other Relevant Jurisdiction (“Taxes”) will not be less than the amount such holder would have received if such Taxes had not been withheld or deducted; provided, however, that neither the Issuer nor the Guarantor shall be required to pay any Additional Amounts for or on account of:

  • Rental Payments (a) Commencing on the Rental Commencement Date, and continuing thereafter throughout the Lease Term, Tenant hereby agrees to pay all Rent due and payable under this Lease. As used in this Lease, the term "

  • Post Default Allocation of Payments Notwithstanding anything herein to the contrary, during an Event of Default, monies to be applied to the Obligations, whether arising from payments by Obligors, realization on Collateral, setoff or otherwise, shall be allocated as follows:

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