Closing Run Rate Revenues definition

Closing Run Rate Revenues means, as of the Determination Date for purposes of determining the Estimated Closing Date Payment Amount and as of the Closing Date for purposes of determining the Closing Date Payment Amount, an amount equal to the sum of, for each of the Funds, the product of (x) the assets invested in such Fund as of the Reference Date plus the total amount of asset additions (including reinvested dividends) to such Fund from the Reference Date to the Determination Date or the Closing Date, as the case may be, minus the total amount of asset withdrawals from such Fund for such period multiplied by (y) the Mutual Fund Fee Percentage for such Fund in effect on the Determination Date or the Closing Date, as the case may be. Notwithstanding the foregoing, there shall be excluded from the calculation of Closing Run Rate Revenues the aggregate amount, if any, of the assets managed under Fund Agreements as to which (i) the consents with respect to the Funds party thereto as to which a Company acts as sub-adviser required by Section 6.2 shall not have been obtained on or prior to the Closing Date or (ii) any Company has been informed prior to the Closing Date of the intention of the Funds party thereto to terminate their Fund Agreements within six months after the Closing Date.
Sample 1
Closing Run Rate Revenues means the aggregate annualized revenue associated with all accounts of Advisory Clients on the Closing Date which shall be calculated by taking the product of (i) the market value of such account (as reasonably determined by the Company in accordance with standard industry practice and in consultation with CoBiz) on November 29, 2002 (or in the case of accounts established after such date, on the date of establishment) plus the total amount of additional assets deposited in the account in the ordinary course of business after such date and prior to the Closing Date, minus the total amount of assets that are withdrawn from such account during such period and (ii) the annualized fee schedule for such account as of the Closing Date.
Sample 1
Closing Run Rate Revenues means the aggregate annualized revenue associated with all accounts of Advisory Clients (excluding, for this purpose, revenues associated with growth equity accounts of Xxxxxx Xxxxxxx related Advisory Clients) on the Closing Date which shall be calculated by taking the product of (i) the average of the daily closing market value of such account for the thirty calendar days prior to the Closing Date or in the case of accounts not opened for the full thirty days prior to the Closing Date, the average of the daily closing market value of such account for all days such account was open prior to the Closing Date (each as reasonably agreed by Buyer and Seller in accordance with standard industry practice) and (ii) the annualized fee schedule for such account as of the Closing Date.
Sample 1

Examples of Closing Run Rate Revenues in a sentence

  • At least two Business Days prior to the Closing Date, the Equityholder Designee shall advise Buyer in writing of the Equityholders' good faith estimate of the Closing Run Rate Revenues and the Closing Date Payment Amount (the "Estimated Closing Date Payment Amount").

  • The Estimated Closing Run Rate Revenues determined pursuant to Section 2.2 shall equal at least 80% of the Current Run Rate Revenues determined pursuant to Section 2.2.

  • If the Closing Run Rate Revenues at the Closing Date are less than 90% of the Reference Run Rate Revenues, the Closing Date Payment Amount shall be reduced by 2.0% for each percentage point by which the Closing Run Rate Revenues are less than 90% but greater than or equal to 80% of the Reference Run Rate Revenues.

  • The Closing Run Rate Revenues as of the Determination Date shall be greater than or equal to 70% of the Reference Run Rate Revenues.

  • At least three (3) Business Days prior to the Closing Date, the Equityholder Designee shall advise Buyer in writing of (i) the Equityholders' good faith estimate of the Closing Run Rate Revenues and shall provide Buyer with evidence reasonably acceptable to Buyer to support the reasonableness of such estimate and (ii) the Closing Date Payment Amount based thereon.

  • If the Closing Run Rate Revenues at the Closing Date are less than 80% of the Reference Run Rate Revenues, the Closing Date Payment Amount shall be further reduced by 4.0% for each percentage point by which the Closing Run Rate Revenues are less than 80% but greater than or equal to 70% of the Reference Run Rate Revenues.


More Definitions of Closing Run Rate Revenues

Closing Run Rate Revenues means the gross investment advisory fee revenue (including performance fees) with respect to the AUM of the Consenting Clients as of the date that is three Business Days prior to the Closing Date, multiplied by the applicable fee schedule in effect (taking into account any applicable Company fee or Mutual Fund expense waivers) for such Client as of such date, all as calculated in good faith and delivered by the Sellers’ Representative in a statement (together with reasonable supporting calculations) to Buyer at least two Business Days prior to the Closing, and as mutually agreed upon between Buyer and Sellers’ Representative after Buyer has had an opportunity to review such statement and supporting calculations, as well as any additional information Buyer may request from the Selling Parties, Company or VAM Sub in connection with its review. Code: the Internal Revenue Code of 1986, as amended from time to time, and the rules and regulations of the IRS promulgated thereunder. Company: defined in the first paragraph of this Agreement. Company 401(k) Plan: defined in Section 4.1.2(d).
Sample 1
Closing Run Rate Revenues means, as of the last Business Day of the calendar month immediately preceding the Closing Date, an amount determined in accordance with the procedures set forth in Schedule H. There shall be excluded from the calculation of Closing Run Rate Revenues, (i) the aggregate amount, if any, of the assets in all accounts under management as to which (A) consents to the Transactions (affirmative or negative, as applicable) have not been obtained from the account owner in accordance with Section 6.2 prior to the Closing Date, (B) the consents with respect to the Fund party to the Fund Agreements required by Section 3.3(f) shall not have been obtained prior to the Closing Date, (C) KAR has been informed (orally or in writing) prior to the Closing Date of (x) the intention of the Clients owning such accounts to terminate their Investment Contracts or to withdraw all or a portion (in which event, only such portion shall be excluded) of the assets in such accounts within six months after the Closing Date or (y) the intention of the Fund party to the Fund Agreements to terminate, or not renew, such Fund Agreements within six months after the Closing Date, or (D) there exists on the Closing Date an Overdue Receivable, (ii) all Affiliated Accounts and (iii) any payments made by KAA to KAR. In addition, there shall be excluded from revenues for the purposes of calculating Closing Run Rate Revenues (without duplication) the amount of any revenue sharing payments (other than (x) revenue sharing payments that arise out of the Sefton Acquisition Agreement, as in effect on the date hereof, (y) Business Manager Revenue Sharing up to a maximum of $300,000 (and any excess over such amount shall be deducted from Closing Run Rate Revenues) and (z) charitable contributions to Clients that are qualified charitable institutions) and sub-advisory fees or similar arrangements payable to any third party and any expense reimbursement in connection with any account under management (including, without limitation any "WRAP" program) by KAR or the Fund.
Sample 1
Closing Run Rate Revenues means, as of the Determination Date for purposes of determining the Estimated Closing Date Payment Amount and as of the Closing Date for purposes of determining the Closing Date Payment Amount, an amount equal to the sum of, for each of the Funds, the product of (x) the assets invested in such Fund as of the Reference Date plus the total amount of asset additions (including reinvested dividends) to such Fund from the Reference Date to the Determination Date or the Closing Date, as the case may be, minus the total amount of asset withdrawals from such Fund for such period multiplied by
Sample 1
Closing Run Rate Revenues in Section 1.1 of the Original Acquisition Agreement is amended to add the following proviso to the end of the last sentence of such definition: ;provided, however, that the assets managed under the Legends Fund, Inc. shall not be excluded from the calculation of the Closing Run Rate Revenues for the purpose of determining the Closing Date Payment Amount pursuant to Section 2.4 if (x) the consents required by Section 6.2 shall have been obtained on or prior to the date of the final determination of the Post-Closing Payment Adjustment and (y) all sub-advisory fees (other than a deduction of 35.3% of such fees for the period of March 1, 1999 to March 4, 1999) which Buyer would have been entitled to receive in respect of the Legends Fund, Inc. had such consents been obtained on or prior to the Closing Date shall have been paid to Buyer on or prior to the date of the final determination of the Post-Closing Payment Adjustment
Sample 1

Related to Closing Run Rate Revenues

  • Tax increment revenues means the amount of ad valorem property taxes and specific local taxes attributable to the application of the levy of all taxing jurisdictions upon the captured assessed value of real and personal property in the zone. Tax increment revenues do not include any of the following:

  • Operating Revenue means amounts accrued or charge to customers, cli- ents, and tenants, for the sale of prod- ucts manufactured or purchased for re- sale, for services, and for rentals of property held primarily for leasing to others. It includes both reimbursable costs and fees under cost-type con- tracts and percentage-of-completion sales accruals except that it includesonly the fee for management contracts under which the contractor acts essen- tially as an agent of the Government in the erection or operation of Govern- ment-owned facilities. It excludes inci- dental interest, dividends, royalty, and rental income, and proceeds from the sale of assets used in the business.

  • Operating Revenues means, without duplication, all revenues and receipts of the Borrowers from operation of the Properties or otherwise arising in respect of the Properties which are properly allocable to the Properties for the applicable period in accordance with GAAP, including, without limitation, all hotel receipts, revenues and credit card receipts collected from guest rooms, restaurants and bars (including without limitation, service charges for employees and staff), mini-bars, meeting rooms, banquet rooms, apartments, parking and recreational facilities, health club membership fees, food and beverage wholesale and retail sales, service charges, convention services, special events, audio-visual services, boat cruises, travel agency fees, internet booking fees, telephone charges, laundry services, vending machines and otherwise, all rents, revenues and receipts now existing or hereafter arising or created out of the sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Properties or personalty located thereon, or rendering of service by any of the Borrowers or any operator or manager of the hotel or commercial space (including, without limitation, from the rental of any office space, retail space, guest rooms or other space, halls, stores and deposits securing reservations of such space (only to the extent such deposits are not required to be returned or refunded to the depositor)), proceeds from rental or business interruption insurance relating to business interruption or loss of income for the period in question and any other items of revenue which would be included in operating revenues under the Uniform System; but excluding proceeds from the sale of FF&E, abatements, reductions or refunds of real estate or personal property taxes relating to the Properties, dividends on insurance policies relating to the Properties, condemnation proceeds arising from a temporary taking of all or a part of any Properties, security and other deposits until they are forfeited by the depositor, advance rentals until they are earned, proceeds from a sale, financing or other disposition of the Properties or any part thereof or interest therein and other non-recurring revenues as determined by Lender, insurance proceeds (other than proceeds from rental or business interruption insurance), other condemnation proceeds, capital contributions or loans to any of the Borrowers, disbursements to any of the Borrowers from the Reserves, sales, use and occupancy taxes collected from customers or patrons of the Properties to be remitted to the applicable taxing authorities, and gratuities or service charges collected on behalf of and remitted to employees or contractors of the Properties.

  • Recurring Revenue Loan means a Collateral Loan that meets each of the following criteria as of the date of acquisition by the Borrower, subject to waiver by the Administrative Agent in accordance with the definition of Eligible Collateral Loan hereto (for the avoidance of doubt, if any Collateral Loan does not meet the below listed conditions, but such failure is waived by the Administrative Agent, such Collateral Loan shall still be subject to the Advance Rates, Concentration Limitations and Revaluation Events applicable to Recurring Revenue Loans set forth herein):

  • Financing Costs Adjustment Date means each of the following days:

  • Operating Revenue Cash Flows means the Company’s cash flow from ownership and/or operation of (i) Properties, (ii) Loans, (iii) Permitted Investments, (iv) short-term investments, and (v) interests in Properties, Loans and Permitted Investments owned by any Joint Venture or any partnership in which the Company or the Partnership is, directly or indirectly, a co-venturer or partner.

  • Estimated Incremental Quarterly Tax Amount has the meaning assigned to such term in Section 6.9.

  • Consolidated Adjusted EBITDA means, with respect to any specified Person for any period, the Consolidated Net Income of such Person for such period plus, without duplication:

  • Tax Revenues means the Personal Income Taxes and such other revenues, including Alternative Revenues (but excluding Building Aid), as the Authority may derive directly from the State from taxes imposed by the City or the State and collected by the State.

  • Gross Operating Revenues means, for any period of time for any Hotel Property, without duplication, all income and proceeds of sales of every kind (whether in cash or on credit and computed on an accrual basis) received by the owner (or, if such Hotel Property is ground leased, the ground lessee) of such Hotel Property or the applicable Operating Lessee or Manager for the use, occupancy or enjoyment of such Hotel Property or the sale of any goods, services or other items sold on or provided from such Hotel Property in the ordinary course of operation of such Hotel Property, including, without limitation, all income received from tenants, transient guests, lessees, licensees and concessionaires and other services to guests at such Hotel Property, and the proceeds from business interruption insurance, but excluding the following: (i) any excise, sales or use taxes or similar governmental charges collected directly from patrons or guests, or as a part of the sales price of any goods, services or displays, such as gross receipts, admission, cabaret or similar or equivalent taxes; (ii) receipts from condemnation awards or sales in lieu of or under threat of condemnation; (iii) proceeds of insurance (other than business interruption insurance); (iv) other allowances and deductions as provided by the Uniform System in determining the sum contemplated by this definition, by whatever name, it may be called; (v) proceeds of sales, whether dispositions of capital assets, FF&E or equipment (other than sales of Inventory in the ordinary course of business); (vi) gross receipts received by tenants, lessees (other than Operating Lessees), licensees or concessionaires of the owner (or, if such Hotel Property is ground leased, the ground lessee) of such Hotel Property; (vii) consideration received at such Hotel Property for hotel accommodations, goods and services to be provided at other hotels although arranged by, for or on behalf of, and paid over to, the applicable Manager; (viii) tips, service charges and gratuities collected for the benefit of employees; (ix) proceeds of any financing; (x) working capital provided by the Parent Guarantor or any Subsidiary of the Parent Guarantor or the applicable Operating Lessee; (xi) amounts collected from guests or patrons of such Hotel Property on behalf of tenants of such Hotel Property and other third parties; (xii) the value of any goods or services in excess of actual amounts paid (in cash or services) provided by the applicable Manager on a complimentary or discounted basis; and (xiii) other income or proceeds resulting other than from the use or occupancy of such Hotel Property, or any part thereof, or other than from the sale of goods, services or other items sold on or provided from such Hotel Property in the ordinary course of business. Gross Operating Revenues shall be reduced by credits or refunds to guests at such Hotel Property.

  • M&O Revenue means (i) those revenues which the District receives from the levy of its annual ad valorem maintenance and operations tax pursuant to Section 45.002 of the TEXAS EDUCATION CODE, or other lawful authority, and Article VII § 3 of the TEXAS CONSTITUTION, plus (ii) all State revenues to which the District is or may be entitled under the applicable provisions of the TEXAS EDUCATION CODE or any other statutory provision as well as any amendment or successor statute to these provisions, as applicable, less

  • CAISO Revenues means the credits, fees, payments, revenues, interest or similar benefits, including imbalance energy payments, that are directly assigned by the CAISO to the CAISO Global Resource ID for the Generating Facility for, or attributable to, Scheduling or deliveries from the Generating Facility under this Agreement.

  • Net Working Capital Adjustment Amount means an amount (which may be a positive or negative number) equal to (a) the Closing Date Net Working Capital minus (b) the Target Net Working Capital.

  • Estimated Closing Indebtedness has the meaning set forth in Section 2.4(a).

  • Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.

  • Consolidated Working Capital Adjustment means, for any period of determination on a consolidated basis, the amount (which may be a negative number) by which Consolidated Working Capital as of the beginning of such period exceeds (or is less than) Consolidated Working Capital as of the end of such period.

  • Adjusted Funds From Operations means, for any period, Net Cash Flows From Operating Activities for such period plus Interest Expense for such period minus (x) the portion (but not less than zero) of Net Cash Flows From Operating Activities for such period attributable to any consolidated Subsidiary that has no Debt other than Nonrecourse Indebtedness and (y) After-Tax Transitional Funding Instrument Revenue for such period.

  • Recovery Quarter has the meaning provided in Section 2.1(a)(ii) of this Commercial Shared-Loss Agreement.

  • Consolidated Cash Interest Charges means, for any Measurement Period, all Consolidated Interest Charges paid or payable in cash by Holdings and its Subsidiaries on a consolidated basis.

  • Monthly Debt Service Payment Amount means, for each Monthly Payment Date, an amount equal to the amount of interest which is then due on all the Components of the Loan in the aggregate for the Interest Period during which such Monthly Payment Date occurs.

  • Estimated Closing Date Net Working Capital has the meaning set forth in Section 2.3(a)(i).

  • LTM Fee Revenue has the meaning set forth in Section 7.2.2(c).

  • Annualized Consolidated EBITDA means, for any quarter, the product of Consolidated EBITDA for such period of time multiplied by four (4).

  • Consolidated Scheduled Funded Debt Payments means for any period for the Borrower and its Subsidiaries on a consolidated basis, the sum of all scheduled payments of principal on Consolidated Funded Indebtedness, as determined in accordance with GAAP. For purposes of this definition, “scheduled payments of principal” (a) shall be determined without giving effect to any reduction of such scheduled payments resulting from the application of any voluntary or mandatory prepayments made during the applicable period, (b) shall be deemed to include the Attributable Indebtedness in respect of Capital Leases, Securitization Transactions and Synthetic Leases and (c) shall not include any voluntary prepayments or mandatory prepayments required pursuant to Section 2.05.

  • Volumetric Production Payments means production payment obligations recorded as deferred revenue in accordance with GAAP, together with all undertakings and obligations in connection therewith.

  • Closing Cash Amount shall have the meaning set forth in Section 2.8(b).