High Yield Equivalent Compensation Sample Clauses

High Yield Equivalent Compensation. During any period in which each of the following conditions (the "High Yield Equivalent Conditions") exists: (i) the Motorola Exposure outstanding shall be $275,000,00 or less; (ii) no other person or party providing guarantees for the support of Iridium's indebtedness for borrowed money is receiving equity compensation from Iridium or IWCL in respect of such guarantees (other than Kyocera Corporation in connection with its Guarantee of Operating's borrowings to fund the purchase of Subscriber Equipment from Kyocera); (iii) Kyocera is receiving equity compensation, if any, at no greater rate (in relation to amount of Guarantee) than Motorola, (iv) no mandatory prepayment or redemption or acceleration of any Senior Notes (as defined in the MOU) has occurred (except as a result of Motorola's disposition of Class 1 Interests causing a "change in control" (as defined in the Offering Memorandum) to occur under the Senior Notes); and (v) Iridium has complied with the terms of this Agreement and the MOU, then at Iridium's option, in lieu of issuing Warrants pursuant to Section 3(a) above:
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High Yield Equivalent Compensation. During any period in which each of the following conditions (the "High Yield Equivalent Conditions") exists: (i) the Motorola Exposure outstanding shall be $275,000,00 or less; (ii) no other person or party providing guarantees for the support of Iridium's indebtedness for borrowed money is receiving equity compensation from Iridium or IWCL in respect of such guarantees; (iii) no mandatory prepayment or redemption or acceleration of any Senior Notes (as defined in the MOU) has occurred (except as a result of Motorola's disposition of Class 1 Interests causing a "change in control" (as defined in the Offering Memorandum) to occur under the Senior Notes); and (iv) Iridium has complied with the terms of this Agreement and the MOU, then at Iridium's option, Iridium may pay Motorola cash and warrant compensation ("High Yield Equivalent Compensation") for the remaining Motorola Exposure in lieu of issuing additional Warrants pursuant to Section 2(a) above ("Warrant Compensation"), in an amount equal to (x) the average daily Motorola Exposure outstanding during any period for which the High Yield Equivalent Conditions exist multiplied by the difference between (A) the average daily interest rate actually charged by the Lenders under the Bridge Agreement (or its equivalent, if the Bridge Agreement is no longer in effect) for such period and (B) the daily equivalent interest rate under the Initial Senior Notes (if relevant, using a weighted average of the interest rates on the separate tranches of Initial Senior Notes; provided that, if the daily equivalent interest rate in (B) is greater than the average daily interest rate in (A), such difference between (A) and (B) shall be zero) plus (y) the average daily Motorola Exposure outstanding during such period multiplied by the daily equivalent of the warrant compensation payable to holders of the Initial Senior Notes with respect to such amount (calculated on a pro rata daily basis from the date of the issuance of the Initial Senior Notes to the Stated Maturity), in each case multiplied by (z) the number of days the High Yield Equivalent Conditions exist. Compensation payable during any semi-annual period during which the High Yield Equivalent Conditions exist shall be pro-rated between High Yield Equivalent Compensation and Warrant Compensation based on the number of days the High Yield Equivalent Conditions existed during such semi-annual period. High Yield Equivalent Compensation shall be paid semi-annually in arr...
Sample 1
High Yield Equivalent Compensation. During any period in which each of the following conditions (the "High Yield Equivalent Conditions") exists: (i) the Motorola Exposure outstanding shall be $275,000,000 or less; (ii) no other person or party providing guarantees for the support of Iridium's indebtedness for borrowed money is receiving equity compensation from Iridium or IWCL in respect of such guarantees, (iii) no mandatory prepayment or redemption or acceleration of any Senior Notes (as defined in the MOU) has occurred (except as a result of Motorola's disposition of Class 1 Interests causing a "change in control" (as defined in the Offering Memorandum) to occur under the Senior Notes); and (iv) Iridium has complied with the terms of this Agreement and the MOU, then, at Iridium's option, in lieu of issuing Warrants or Shares pursuant to Sections 3(a) and 3(b). Iridium and Operating shall pay compensation to Motorola (the "High Yield Compensation") as follows:
Sample 1
High Yield Equivalent Compensation. During any period in which Borrowings are outstanding, (i) Iridium will pay Kyocera cash compensation ("High Yield Equivalent Compensation") for the Guarantee, in an amount equal to (x) the average daily principal amount of Borrowings outstanding during any period during which Borrowings are outstanding multiplied by the excess, if any, of (A) the weighted average interest rate applicable to the Series A and Series B Notes of Iridium over (B) the average daily interest rate actually charged by the Lenders under the Credit Documents for such period, and (ii) Parent will issue to Kyocera warrants to purchase Class 1 Interests of Parent (such warrants to be on terms comparable to those warrants issued pursuant to Section 2(e) of the Amended and Restated Agreement Regarding Guarantee between Parent and Motorola, Inc., dated July 11, 1997 ("Motorola Agreement")) in an amount equal to the average daily principal amount of Borrowings outstanding during such period multiplied by the daily equivalent of the warrant compensation payable to holders of the Series A Notes of Iridium with respect to such amount (calculated on a pro rata daily basis from the date of the issuance of such Series A Notes to the stated maturity thereof); in each case (i) and (ii) multiplied by the number of days the Borrowings are outstanding. High Yield Equivalent Compensation shall be paid semi-annually in arrears within 45 days after the end of each semi-annual period.
Sample 1

Related to High Yield Equivalent Compensation

  • Share Class Annual Compensation Rate Class R-1 1.00% Class R-2 0.75% Class R-2E 0.60% Class R-3 0.50% Class R-4 0.25% Class R-5 No compensation paid Class R-5E No compensation paid Class R-6 No compensation paid

  • Total Compensation The compensation to be paid to Employee under this Agreement shall be in full payment for all services rendered by Employee in any capacity to the Company or any affiliate of the Company.

  • Breakage Compensation In the event of (a) the payment of any principal of any Eurodollar Loan other than on the last day of an Interest Period applicable thereto (including as a result of an Event of Default), (b) the conversion of any Eurodollar Loan other than on the last day of the Interest Period applicable thereto, (c) the failure to borrow, convert, continue or prepay any Loan on the date specified in any notice delivered pursuant hereto (regardless of whether such notice may be revoked under Section 2.15 and is revoked in accordance therewith) or (d) the assignment of any Eurodollar Loan other than on the last day of the Interest Period applicable thereto as a result of a request by the Borrower pursuant to Section 3.03 or Section 11.12, then, in any such event, the Borrower shall, after receipt of a written request by any Lender affected by any such event (which request shall set forth in reasonable detail the basis for requesting such amount), compensate each Lender for the loss, cost and expense (excluding loss of profit) actually incurred by it as a result of such event. For purposes of calculating amounts payable by the Borrower to the Lenders under this Section 3.04, each Lender shall be deemed to have funded each Eurodollar Loan made by it at the Adjusted Eurodollar Rate for such Loan by a matching deposit or other borrowing in the applicable interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Eurodollar Loan was in fact so funded. A certificate of any Lender setting forth in reasonable detail any amount or amounts that such Lender is entitled to receive pursuant to this Section 3.04 and the reasons therefor delivered to the Borrower shall be prima facie evidence of such amounts. The Borrower shall pay such Lender the amount shown as due on any such certificate within 15 days after receipt of such demand. Notwithstanding the foregoing, this Section 3.04 will not apply to losses, costs or expenses resulting from Taxes, as to which Section 3.02 shall govern. Notwithstanding the foregoing, no Lender shall demand compensation pursuant to this Section 3.04 if it shall not at the time be the general policy or practice of such Lender to demand such compensation in similar circumstances under comparable provisions of other credit agreements.

  • Incentive Bonus Compensation The Executive shall be eligible for incentive bonus compensation for each Fiscal Year in an amount to be determined by the Board of Directors or any committee thereof ("INCENTIVE BONUS COMPENSATION").

  • Stock Based Compensation Executive will be eligible to participate in the Company's Employee Stock Purchase Plan and to be considered by the Compensation Committee for grants or awards of stock options or other stock-based compensation under the Company's Stock Incentive Plan or similar plans from time to time in effect. All such grants or awards shall be governed by the governing Plan and shall be evidenced by the Company's then standard form of stock option, restricted stock or other applicable agreement.

  • Management Compensation As compensation for your services in the management of the offering, we will pay you an amount equal to the management fee specified in the Invitation in respect of the Securities to be purchased by us pursuant to the Purchase Agreement, and we authorize you to charge our account with such amount. If there is more than one Representative, such compensation shall be divided among the Representatives in such proportions as they may determine.

  • Incentive Payments (i) Amount in the Event of a Termination Pursuant to Sections 7(a) or 7(c). In the event of a termination pursuant to Sections 7(a) or 7(c) of this Agreement, Employee shall be offered the opportunity to receive Incentive Payments in a total amount equal to 0.500 times the sum of Employee’s most recent annual base salary and target bonus, payable in equal installments on the same pay schedule in effect at the time of termination over a period of twelve (12) months from the date of termination.

  • Compensation Payable If the Servicer shall resign or be terminated, the Servicer shall continue to be entitled to all accrued and unpaid compensation payable to the Servicer through the date of such termination as specified in Section 4.09 of this Agreement.

  • Long-Term Compensation Including Stock Options, and Benefits, Deferred Compensation, and Expense Reimbursement.

  • Equity-Based Compensation The Executive shall retain all rights to any equity-based compensation awards to the extent set forth in the applicable plan and/or award agreement.

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