Participation Payments. (a) In addition to the payments set forth in Section 2.4, the Purchaser will wire transfer within thirty days following the end of each calendar quarter, the account specified in Section 3.2(b) or such other account as most recently specified in writing by an authorized Seller representative, an amount equal to the product of (A) the applicable Participation Percentage multiplied by (B) the Participation Income for the most recently completed calendar quarter, (“Participation Payments”), provided, however, that after Purchaser receives Purchaser’s Initial Return, Seller shall be paid a total of [*] US dollars (US $[*]) (including all Fixed Consideration Amount payments and prior Participation Payments received by Seller) on or before the [*] anniversary of the recovery, license or settlement of the first action to generate Participation Income, and Purchaser shall wire to Seller in immediately available funds any deficiency in the Target Amount not previously paid to Seller from the Participation Payments (which shall be credited towards and constitute Participation Payments for purposes of any further payments to become due and owing to Seller) Concurrent with or prior to such wire transfer, Purchaser will provide Seller with a calculation of the amount due per this Section 2.5 providing sufficient detail to permit Seller to verify the accuracy of such calculation (the “Calculation Statement”). Any disputes with respect to the calculation of any payment amounts in this Section 2.5 shall be resolved by means of the process set forth in this Section 2.5. For the avoidance of doubt, hypothetical examples of the calculation of Participation Payments are set forth in Exhibit C hereof.
Participation Payments. Debtor must pay to Lender (a) 25% of all Historic Tax Credit Investments in Debtor, (b) 25% of the proceeds of all Film Tax Credits generated by Debtor and (c) (i) an additional $30,000 on or before the 180th day following the Closing Date and (ii) an additional $30,000 on or before the 360th day following the Closing Date. Payments under clauses (a) and (b) are due upon Debtor’s receipt of such proceeds, and Debtor shall cause all Film Tax Credits to be sold through Voodoo subject to instructions to pay the proceeds thereof directly to Lender (with Voodoo being entitled to pay such proceeds directly to Lender in reliance solely on this Section in the absence of any additional instructions from Borrower).
Participation Payments. 3.1. Subject to clause 3.2, by successfully engaging in this VPP Plan, we will pay you the amount that is specified in your energy offer for your solar generation fed into the grid where Feed-in has been initiated by Discover Energy’s management of your Operated Product.
Participation Payments. During the Participation Payment Period, on or before each Participation Payment Date, the Borrower shall (i) pay to Lender an amount equal the Total Participation Amount for the most recently completed Quarterly Participation Period (the “Participation Payment”), and (ii) deliver to Lender a statement of Net Cash Flows and calculation of the Total Participation Amount for the Quarterly Participation Period, certified by a Senior Financial Officer.
Participation Payments. Each Credit Party has complied in all material respects with any of its payment obligations for P&R Liabilities as and when due on a timely basis; provided, that the Credit Parties may make interpretations in their reasonable judgment as to the appropriate dates of accrual and payment for any such P&R Liabilities, so long as the balance sheet reserves (or a P&R Reserve under and as defined in the Senior Facility Credit Agreement, which may be offset by cash in the Borrowing Base (as defined in the Senior Facility Credit Agreement)) shall be taken for any amounts accrued and payable but not yet paid.”
Participation Payments. (a) In addition to the payments set forth in Section 2.4, the Purchaser will wire transfer within thirty (30) days following the end of each calendar quarter to such bank account as is most recently specified in writing by an authorized Seller representative, an amount equal to the product of (A) the applicable Participation Percentage multiplied by (B) the Participation Income for the most recently completed calendar quarter, (“Participation Payments”), provided, however, that Purchaser shall receive Purchaser’s Initial Return prior to any Participation Payments being paid to Seller hereunder (subject always to the Seller’s prior ranking redemption rights under the terms of the Preferred I Stock). Concurrent with or prior to such wire transfer, Purchaser will provide Seller with a calculation of the amount due per this Section 2.5 providing sufficient detail to permit Seller to verify the accuracy of such calculation (the “Calculation Statement”). Any disputes with respect to the calculation of any payment amounts in this Section 2.5 shall be resolved by means of the process set forth in this Section 2.5.
Participation Payments. (a) In addition to the payments set forth in Section 2.4, the Purchaser will wire transfer within thirty days following the end of each calendar quarter, the account specified in Section 3.2(b) or such other account as most recently specified in writing by an authorized Seller representative, an amount equal to the product of (A) the applicable Participation Percentage multiplied by (B) the Participation Income for the most recently completed calendar quarter, ("Participation Payments''), provided, however,---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- ,----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- ,----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- - Payments for purposes of any further payments to become due and owing to Seller) Concurrent with or prior to such wire transfer, Purchaser will provide Seller with a calculation of the amount due per this Section 2.5 providing sufficient detail to permit Seller to verify the accuracy of such calculation (the "Calculation Statement'). Any disputes with respect to the calculation of any payment amounts in this Section 2.5 shall be resolved by means of the process set forth in this Section 2.5. For the avoidance of doubt, hypothetical examples of the calculation of Participation Payments are set forth in Exhibit C hereof.
Participation Payments. (a) In addition to the payments set forth in Section 2.4, the Purchaser will wire transfer within thirty days following the end of each calendar quarter, the account specified in Section 3.2(b) or such other account as most recently specified in writing by an authorized Seller representative, an amount equal to the product of (A) the applicable Participation Percentage multiplied by (B) the Participation Income for the most recently completed calendar quarter, (“Participation Payments”), provided, however, that after [*], Seller shall be paid a total of [*]US dollars (US [*]) (including all [*]and [*]) on or before [*], and Purchaser shall wire to Seller in immediately available funds [*] (which shall be credited towards and constitute Participation Payments for purposes of any further payments to become due and owing to Seller) Concurrent with or prior to such wire transfer, Purchaser will provide Seller with a calculation of the amount due per this Section 2.5 providing sufficient detail to permit Seller to verify the accuracy of such calculation (the “Calculation Statement”). Any disputes with respect to the calculation of any payment amounts in this Section 2.5 shall be resolved by means of the process set forth in this Section 2.5. For the avoidance of doubt, hypothetical examples of the calculation of Participation Payments are set forth in Exhibit C hereof.
Participation Payments. (a) Madison will (i) wire transfer to the Company within five days following the end of each Calendar Month such account as specified in writing by an authorized Company representative, an amount equal to: the applicable Company Initial Return plus the Company Participation Percentage for the most recently completed Calendar Month (“Participation Payments”) which shall be maintained in a segregated account not subjected to the claims of any creditors except those creditors who are (A) Borrowers under the Master Bitcoin Loan Agreements or, (B) the Company and (ii) allocate to itself an amount equal to the Madison Participation Percentage. Madison will provide the Company with a calculation of the amount due per this Section 2.4 providing sufficient detail to permit the Company to verify the accuracy of such calculation (the “Calculation Statement”). Any disputes with respect to the calculation of any payment amounts in this Section 2.4 shall be resolved by means of the process set forth in this Section 2.4.
Participation Payments. As additional consideration for the Shares, at such times as provided in Section 2.5(d), Buyer (or, at the direction of Buyer, the Company or a designee of Buyer so long as Buyer remains an obligor thereof, but in no event shall any such payment by the Company decrease Adjusted EBITDA (or, for the avoidance of doubt, decrease net income used to determined Adjusted EBITDA)) shall pay to the Shareholders (in accordance with their respective Pro Rata Shares) with respect to each Calculation Period within the Participation Payment Period an amount, if any (each, a “Participation Payment”), equal to the product of (i) an amount equal to the Adjusted EBITDA for such Calculation Period; multiplied by (ii) the Participation Payment Multiple; multiplied by (iii) the Enterprise Value Percentage. If the Adjusted EBITDA for a particular Calculation Period is not positive, no Participation Payment shall be due for such Calculation Period. A sample calculation of Participation Payments is set forth on Appendix C. If Stuempfig is entitled under the Stuempfig Bonus Agreement to any payment of any portion of the Earn-Out Bonus (as defined in the Stuempfig Bonus Agreement) after Closing as a result of the actual payment of any Participation Payment, then such amount of such portion of the Earn-Out Bonus shall reduce the portion of such Participation Payment that is paid to the Shareholders under this Section 2.5 and shall instead be paid to Stuempfig by the Company as provided in the Stuempfig Bonus Agreement.
