Guaranteed Return. (A) If the aggregate cash return actually received by the Holder on the Warrant Shares of the Company over the Value of the Warrant calculated based on the formula below (the “Actual Return”) under this Warrant is less than the minimum return that the Holder is guaranteed to receive up to 58 months from the Date of Drawdown, which shall be calculated based on the formula below (the “Minimum Return”), the Company shall cause the Key Founder and/or the Domestic Company to compensate the Holder in cash for the difference between the Actual Return and the Minimum Return within thirty (30) days upon the Holder’s written request,
Guaranteed Return. FUND ACCOUNTS 6 Definition of Guaranteed Return Fund (GRF) Account and GRF Account Accumulation Value. Maturity of amounts in a GRF Account. GRF Accounts Maximum. Market Value Adjustment.
Guaranteed Return. In the event that by the Anniversary Date, the Holder shall not have received the minimum Guaranteed Return specified in Section 4.8 of this Note.
Guaranteed Return. 8.1 JNA hereby warrants by way of financial accommodation to the Debtors that, in consideration of the right to act as agent for the Debtors in the sale of the Merchandise, JNA, regardless of the Proceeds realized therefrom shall guarantee to the Debtors that the Debtors shall receive an aggregate amount equal to twenty-two percent (22%) of the Retail Value (hereafter referred to as the "Guaranteed Return"). As security for the performance of its obligations in respect of the Guaranteed Return, JNA shall, within seventy-two (72) hours after entry of the Approval Order provide to the Debtors an irrevocable, absolute, standby letter of credit issued by Xxxxx Fargo Bank, N.A., Chemical Bank, or another bank(s) or financial institution(s) acceptable to the Debtors (the "Issuing Bank") in an aggregate amount equal to the product of (a) twenty-two percent (22%) and (b) of the sum of (i) the aggregate Gross Rings from the Stores during the period from the Sale Commencement Date to the date of the entry of the Approval Order and (ii) eighty percent (80%) of the book value of the Merchandise remaining on hand on the date of entry of the Approval Order. Within twenty-four (24) hours after completion and receipt of a final certification of the Inventory, JNA shall cause the aggregate amount of such letter of credit to be amended so that it then equals the Guaranteed Return, less 67% of the Proceeds realized from the Sale from the Sale Commencement Date to the date immediately preceding the amendment of the letter of credit. In either case the letter of credit shall:
Guaranteed Return. In the event that the Merchant does not ----------------- elect the option set forth in Section 15.1 above, but does provide Agent with a written request by November 10, 1997, following Agent's full inspection of the FF&E (whether located in the Stores, stockrooms, Warehouses, or offices or otherwise), Agent will provide Merchant with a written offer to sell the FF&E with a guaranteed return to Merchant.
Guaranteed Return. Pursuant to the MOA, it is proposed that the Company will be entitled to the Guaranteed Return provided by CMA CGM which will be determined in accordance with terms of the MOA and further set out in the Formal Agreements.
Guaranteed Return. As an inducement to McKesson to convert the payment obligations under the BDA into equity on the terms and conditions set forth in this Agreement, Accentia hereby guarantees to McKesson that by the date that is the first anniversary of the Closing Date, McKesson will receive proceeds from the disposition of the Converted Stock (which term includes all Additional Stock issued or required to be issued to McKesson under this Agreement) equal to the “Guaranteed Return” described below. This guaranty shall be effectuated through the “Put” right described below, but it is a guaranty. The amount of the “Guaranteed Return” is as follows:
Guaranteed Return. (a) The Purchaser shall be entitled ------------------ to receive, and the Seller hereby guarantees that the Purchaser shall receive, from the Collections on the Purchased Receivables, the Guaranteed Return. On a monthly or, at Purchaser's option, more frequent basis, Purchaser shall issue to the Seller, on the first Business Day of each month during the Facility Period, a monthly invoice setting forth the Investment Return due and payable for the preceding month with respect to the Outstanding Receivable Investment, which shall be deducted from the amounts in the Receivable Collection Account. The Seller's Residual Receivable Interests in the Purchased Receivables, evidenced by the Residual Ownership Certificate, shall be subordinate to the Purchaser's rights to receive the Guaranteed Return on the Purchased Receivables. The Seller's Residual Ownership Interest along with certain of the Seller's other tangible and intangible assets (including, but not limited to, Seller's unsold Receivables) shall serve as collateral security for the Purchaser's receipt of the Guaranteed Return and Seller's substitution and repurchase obligations as set forth in Section 4.1 hereof. On the Effective Date, the Seller shall deliver the Residual Ownership Certificate and the Assignment of the Seller's Residual Ownership Interest in the Purchased Receivables and of all of the Seller's rights, title and interest in and to the other Receivables. In addition, on the Effective Date, the Seller shall deliver to the Purchaser a UCC-1 financing statement, substantially in the form of Exhibit D hereto, evidencing the Seller's security interest in and pledge of the Residual Ownership Certificate, the Residual Ownership Interest, the other unsold Receivables and the other Collateral (as defined in Section 4.3 hereof) to the Purchaser as collateral security for the unpaid portion of the Guaranteed Return and the Seller's substitution and repurchase and indemnity obligations hereunder. The Seller shall be entitled to the return of the Residual Ownership Certificate and the reassignment of the Seller's Residual Receivable Interest in the Purchased Receivables and the other Receivables and the release of the Purchaser's security interest in and lien on the other Collateral upon the later of: (i) the Termination Date; or (ii) the date the Purchaser has received its Guaranteed Return (or the unpaid portion thereof) and its Outstanding Receivable Investment has been reduced to zero.
Guaranteed Return. 5.1 The Vendor hereby agrees and undertakes to, as from the date of Completion of the Share Purchase Agreement to the end of the three (3) calendar years thereafter (i.e. [14] September 2007), guarantee and procure a return at the annual rate of 14.5% on the amount of the Purchase Consideration, being a sum of US$2,734,963 for each such calendar year.
Guaranteed Return. (a) If after the completion of an IPO, the Internal Rate of Return (“IRR”) of the Holder exercising the Conversion Rights (the “Exercising Holder”) over the Unpaid Amount that the Exercising Holder has elected to be converted into the Ordinary Shares of the Payor (“Elected Amount”, which does not include the Non-conversion Amount) upon the occurrence of Exit is below 25%, Key Founder shall compensate the Exercising Holder in cash until and only to the extent that the aggregate proceeds received by Exercising Holder upon the occurrence of Exit (including the proceeds received by Exercising Holder by sale of the equity interests in the Payor held by the Exercising Holder in the market) reach the less of (i) an amount reflecting an IRR of 25% over the Elected Amount as of the occurrence of Exit; or (ii) 3.052 times the Elected Amount, provided however that in the event (i) after the expiration of any lock-up period applicable to the shares or equity security held by the Holder, the daily volume weighted average trading price per share (or in the event of any shares represented by ADSs or ADRs, the per share price derived by dividing the price of such ADSs or ADRs by the number of shares that such ADSs or ADRs represent) that the Holder holds in the Payor is not less than the per share price calculated pursuant to the formula below (such price, the “Qualified Stock Price”) for thirty (30) consecutive trading days of the Company on each and any of such day, and (ii) the daily turnover rate of the Company’s shares during such consecutive thirty (30) trading days is above 5‰ on each and any of such day, then neither the Key Founder nor his Holding Company shall have any payment obligation with respect to such guaranteed return under this Clause 12: Pn = X0 × 3.052 Sn Where, Pn = Qualified Stock Price; Xo = Elected Amount; Sn = the number of shares of the Payor held by the Holder as of the date the Qualified Stock Price is calculated. For the avoidance of doubt, daily turnover rate shall be calculated pursuant to the following formula: number of shares of the Payor traded one day ×100% aggregate number of shares of the Payor outstanding on the same day
