Shortfall Amount i. In the event that during any Determination Period Carrier fails to meet the Cargo Commitment, it shall not be an Event of Default hereunder (and PHA shall have no remedies other than its right to payment of the Shortfall) if Carrier pays to PHA the “Shortfall Amount” as hereinafter provided. If Carrier fails to pay the Shortfall as hereinafter provided, such failure shall constitute an Event of Default affording PHA all rights and remedies set forth herein. PHA shall determine and xxxx Xxxxxxx the Shortfall Amount for the previous Determination Period on or after January 1 and July 1 of each year and Carrier shall pay the Shortfall Amount by no later than thirty (30) days from the date of invoice.
ii. The Shortfall Amount shall equal the Base Rate in effect for the applicable Determination Period reduced by the applicable Commitment Discount Level for the applicable Determination Period multiplied by the difference between 90% of the loaded containers delivered to or loaded at the Terminal Region during such Determination Period less the number of Carrier’s loaded containers moved through the Terminals during such Determination Period.
iii. If Carrier requests PHA to allow a new waterborne service (“New Service”) carrying Carrier’s cargo to call Bayport Terminal or Barbours Cut Terminal and PHA denies such request due to a decision, condition, or circumstance under the control of PHA, Carrier’s loaded containers that are moved by the New Service and delivered to or loaded at the Terminal Region shall be included in the Cargo Commitment but shall not be counted toward Carrier’s Container Volume in determining Carrier’s Commitment Discount. If PHA later consents in writing to Carrier’s request and Carrier fails to begin the New Service at either Terminal within sixty (60) days of PHA’s consent, Carrier’s loaded containers that are moved by the New Service and delivered to or loaded at the Terminal Region shall no longer be included in the Cargo Commitment and shall not be counted toward Carrier’s Container Volume in determining Carrier’s Commitment Discount.
Shortfall Amount. If at any time the Practice fails to timely pay amounts due to VRC pursuant to this Article 7, any such shortfall shall accrue interest (at the Prime Rate per annum, as published in the Wall Street Journal on the date such shortfall originates). The Practice expressly covenants and agrees to immediately repay the outstanding amount of all such shortfalls (and accrued, but unpaid interest) contemplated by this Section 7.3 upon the earlier of (i) the receipt of the Practice’s next available funds, or (ii) upon demand by VRC.
Shortfall Amount. On April 1, 2008 or as soon as reasonably practicable thereafter, GM shall deposit in the TAA $165 million (“Initial Shortfall Amount”) plus Interest on such amount from and including April 1, 2008 to, but excluding, the date of deposit. The Initial Shortfall Amount represents the Shortfall Amount payable to the TAA on April 1, 2008 as set forth in the Shortfall Amount column of the amortization schedule in Exhibit D to this Settlement Agreement. If prior to the Implementation Date any additional Shortfall Amount payment is required pursuant to Section 10 and the Shortfall Amount column of the amortization schedule in Exhibit D to this Settlement Agreement, such Shortfall Amount payment will also be made by GM to the TAA. At all times, these payments shall be subject to GM’s right to pre-fund all then-remaining Shortfall Amount payments by paying the applicable Buyout Amount set forth in the Shortfall Amount column of the amortization schedule in Exhibit D.
Shortfall Amount. Transfer to the New VEBA the assets in the TAA that represent the value in the TAA, as of the date of transfer to the New VEBA, of the Initial Shortfall Amount and any additional Shortfall Amount payment(s) described in Section 7.D of this Settlement Agreement made to the TAA and the investment returns thereon, net of expenses (but limited to those expenses that could be charged to the TAA under ERISA if the TAA was a plan subject to ERISA), or at GM’s option cash in lieu of some or all of these assets. Thereafter, subject to GM’s option to buy out the Shortfall Amount at any time, pay an annual Shortfall Amount to the New VEBA as described in Section 10 and Exhibit D to this Settlement Agreement.
Shortfall Amount. If the Base Invoice Amount is less than the total of the Modified Minimum Product Storage Reservation Fee, Minimum Product Throughput Fee, Minimum Product Additive and Blending Fee, Modified Minimum Asphalt Storage Reservation Fee, Minimum Asphalt Throughput Fee, and Minimum Asphalt Processing and Blending Fee for such month WRT shall also invoice WNR for such difference (the “Shortfall Amount”).
Shortfall Amount. If the funds of PC are insufficient to reimburse Manager for any amounts due to Manager pursuant to this Agreement, any such shortfall shall be treated as a Credit Extension, as defined in and pursuant to the terms of that certain Loan Agreement dated the date hereof by and between PC and the Manager (the “Loan Agreement”) and shall accrue interest at a per annum rate equal to six percent (6.00%). PC expressly covenants and agrees to repay the outstanding amount of such loan (and accrued, but unpaid interest) contemplated by this Section 4.3 in accordance with the terms of the Loan Agreement. The Physician Owner, as the Officer, Director or current sole shareholder of PC, shall not have any personal responsibility for the repayment of such loan. Nothing in the preceding sentence negates, diminishes or otherwise alters the Physician Owner’s obligations and responsibilities under Section 8.12 of this Agreement.
Shortfall Amount. Section 10.9(b)........................................
Shortfall Amount. If at any time the amount of Customer's Total Outstanding Indebtedness exceeds the amount of Customer's Maximum Allowable Indebtedness, Customer agrees to pay immediately to IBM Credit an amount equal to such excess ("Shortfall Amount") upon the earliest to occur of (a) demand for payment by IBM Credit, (b) the delivery of Customer's Collateral Management Report, delivered in accordance with Section 7.1, indicating such Shortfall Amount, or (c) Customer's independent determination of such Shortfall Amount.
Shortfall Amount. (a) If during any calendar year, Greenfire tenders to Warner Petroleum a volume of Product that is less than the Annual Production Volume, for any reason other than Force Majeure (the "Shortfall Production Volume"), then Greenfire shall compensate Warner Petroleum for contract breakage costs and other Losses sustained as a result of the shortage as follows, in Warner Petroleum’s sole discretion, acting reasonably:
(i) through the issuance of shares by Greenfire to Warner Petroleum (such shares to be valued based on the most recent issuance of shares by Greenfire) in an amount of shares equal to the value of the difference between the Annual Production Volume for such calendar year and the Shortfall Production Volume delivered in such calendar year;
(ii) through payment by Greenfire to Warner Petroleum in cash, of an amount equal to the average Margin per barrel over the preceding calendar year per barrels of Greenfire Product equal to the value of the difference between the Annual Production Volume for such calendar year and the Shortfall Production Volume delivered in such calendar year;
(iii) through payment by Greenfire to Warner Petroleum in Greenfire Product, in a volume equal to the difference between the Annual Production Volume for such calendar year and the Shortfall Production Volume delivered in such calendar year.
Shortfall Amount. All amounts received from the Servicer in response to a Debt Service Shortfall Notice shall be deposited in the Note Account. On each day that the amount on deposit in the Liquidity Account is less than the Required Liquidity Amount (the amount of such deficiency being the "Liquidity Shortfall Amount"), the Collateral Agent shall provide notice (a "Liquidity Shortfall Notice") to the Servicer on such day as to the Liquidity Shortfall Amount. All amounts received from the Servicer in response to a Liquidity Shortfall Notice shall be deposited in the Liquidity Account.
(c) Prior to the Amortization Date, on each Note Distribution Date, the Collateral Agent shall distribute to Noteholders from the Note Account accrued and unpaid interest then due on the outstanding principal amount of the Class A-1 Notes at the applicable Interest Rates, first to Class A-1 Notes held by Note Purchasers, Independent Investors and Notes pledged pursuant to Section 3.9 of the Note Purchase Agreement, and second to any remaining Class A-1 Notes.
(d) On each Note Distribution Date after the Amortization Date applicable to any Class A-1 Note, the Collateral Agent shall distribute all amounts on deposit in the Note Account to the Secured Parties as follows:
(i) all amounts then payable under the Guaranty representing amounts payable to the Agents and the Financing Parties as fees and expenses under the Note Purchase Agreement;
(ii) to the Class A-1 Noteholders who are either a Financing Party or Independent Investor with respect to such Class A-1 Notes (including for this purpose Class A-1 Notes pledged to the Collateral Agent for the benefit of the Issuing Lenders and the Lenders), accrued and unpaid interest then due on the outstanding principal amount of such Class A-1 Notes at the applicable Interest Rates;
(iii) to the extent of amounts remaining after payment of amounts due under (i) above, to the Holders of Class A-1 Notes as to which the Amortization Date has occurred and who are either a Financing Party or Independent Investor with respect to such Class A-1 Notes (including for this purpose Class A-1 Notes pledged to the Collateral Agent for the benefit of the Issuing Lenders and the Lenders), for the payment of principal on such Class A-1 Notes, until all principal amounts on such Class A-1 Notes shall have been paid in full;
(iv) all other amounts due and owing under the Guaranty;
(v) to the extent of amounts remaining after payment of amounts due under (i), (ii) (iii) an...
