Contingent Allocation definition

Contingent Allocation means, with respect to any Milestone Payment Recipient, the product of (i) such Milestone Payment Recipient’s Pro Rata Share and (ii) such Milestone Payment, provided, that, for the purposes of determining a Milestone Payment Recipient’s Contingent Allocation, as of immediately prior to the date of the relevant Milestone, the Milestone Payment Recipient’s Pro Rata Share shall be equitably adjusted to take into account any forfeitures under the Carveout Plan or in respect of Parent RSUs prior to the achievement of such Milestone.
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Contingent Allocation with respect to each Limited Partner, shall mean the amount set forth opposite such Limited Partner's name on Schedule X attached hereto (as such Schedule may be amended pursuant to Sections 5.4(b) and 5.4(c) hereof).
Sample 1
Contingent Allocation with respect to any Equityholder and any Milestone Payment means, the product of (i) such Equityholder’s Contingent Pro Rata Share and (ii) such Milestone Payment.
Sample 1

Examples of Contingent Allocation in a sentence

  • WCCLS will request approval from the Board of County Commissioners to distribute the Actual Revenue Contingent Allocation to the Contractors.

  • This mechanism replaces Pool 2 from the prior agreement set forth in EXHIBIT B “Prior Agreement.” Should the Revenue Contingent Allocation amount (forecasted or actual) be less than $25,000, the WCCLS Policy Group will recommend to the WCCLS Executive Board an initiative of mutual benefit to use the Revenue Contingent Allocation funds, rather than distributing the funds to Contractors.

  • This mechanism replaces Pool 2 from the prior agreement set forth in EXHIBIT B “Prior Agreement.” Should the Revenue Contingent Allocation amount (forecasted or actual)be less than $25,000, the WCCLS Policy Group will recommend to the WCCLS Executive Board an initiative of mutual benefit to use the Revenue Contingent Allocation funds, rather than distributing the funds to Contractors.

  • The right of each Milestone Payment Recipient to receive such Milestone Payment Recipient’s Contingent Allocation with respect to any Milestone Payment, shall not be evidenced by any form of certificate or instrument, and does not represent any ownership or equity interest in the Final Surviving Entity, Parent or any of their respective Affiliates, and does not entitle any Milestone Payment Recipient to voting rights or rights to dividend payments.

  • Upon receipt of any Milestone Payment, the Equityholders’ Representative shall pay or cause to be paid to each Equityholder who is not a holder of Dissenting Shares, and in any event within fifteen (15) Business Days, its Contingent Allocation with respect to the Milestone Payment.

  • It is expressly understood and agreed that Parent, the Surviving Corporation and their respective Affiliates shall have no Liability to any Milestone Payment Recipient for its Contingent Allocation with respect to any Milestone Payment so long as such Milestone Payment has been paid by or on behalf of Parent to the Exchange Agent for further distribution to the Milestone Payment Recipients.

  • Upon receipt of any such Milestone Payment made in cash, the Exchange Agent shall promptly pay or cause to be paid to each Milestone Payment Recipient entitled to receive such payment in cash, and in any event within ten (10) Business Days of such receipt, its Contingent Allocation with respect to the Milestone Payment.

  • WCCLS will provide Contractors with a total Actual Revenue Contingent Allocation amount with the following formulas:15.3.2.2.1. TOTAL ACTUAL REVENUE CONTINGENT ALLOCATION.[County General Fund Transfer + Actual Local Option Levy Revenue + Delinquent Taxes] – [Library Operations Allocation + WCCLS Operation Budget] = Total Actual Revenue Contingent Allocation15.3.2.2.2. EACH CONTRACTOR’S TOTAL REVENUE CONTINGENTALLOCATION.

  • Upon receipt of any such Additional Milestone Payment made in cash, the Stockholders’ Representative shall pay or cause to be paid to each Milestone Payment Recipient entitled to receive such payment in cash, and in any event within fifteen (15) Business Days of such receipt, its Contingent Allocation with respect to the Additional Milestone Payment.

  • It is expressly understood and agreed that Parent, the Surviving Corporation and their respective Affiliates shall have no Liability to any Milestone Payment Recipient for its Contingent Allocation with respect to any Milestone Payment so long as such Milestone Payment has been paid by or on behalf of Parent to the Stockholders’ Representative or its designated agent.


More Definitions of Contingent Allocation

Contingent Allocation means, (i) with respect to any Milestone Payment Recipient other than TSRI, the product of (A) such Milestone Payment Recipient’s Pro Rata Share and (B) (x) such Milestone Payment less (y) the TSRI Pro Rata Share of such Milestone Payment and (ii) with respect to TSRI, the TSRI Pro Rata Share of such Milestone Payment, provided, that, for the purposes of determining a Milestone Payment Recipient’s Contingent Allocation, as of [***] following the achievement of the relevant Milestone, the Milestone Payment Recipient’s Pro Rata Share shall be equitably adjusted to take into account (1) any forfeitures under the Carveout Plan prior to the achievement of such Milestone and (2) any exercises of Parent Warrants prior to or within [***] of the achievement of such Milestone.
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Related to Contingent Allocation

  • Asset Allocation The following single issuer limits shall apply on a market value basis, with exception of Money-Market funds and US Treasury Bills, which may be held without limit:

  • Cost allocation plan means central service cost allocation plan, public assistance cost allocation plan, and indirect cost rate proposal. Each of these terms are further defined in this section.

  • Initial Allocation means the conditional setting aside by MBOH of HCs from a particular year’s federal LIHTC allocation to the state for purposes of later Carryover Commitment and/or Final Allocation to a particular Project, as documented by and subject to the requirements and conditions set forth in a written Reservation Agreement, the Applicable QAP and federal law.

  • Wasteload allocation or "wasteload" or "WLA" means the portion of a receiving surface water's loading or assimilative capacity allocated to one of its existing or future point sources of pollution. WLAs are a type of water quality-based effluent limitation.

  • Required Allocations means (a) any limitation imposed on any allocation of Net Losses or Net Termination Losses under Section 6.1(b) or 6.1(c)(ii) and (b) any allocation of an item of income, gain, loss or deduction pursuant to Section 6.1(d)(i), 6.1(d)(ii), 6.1(d)(iv), 6.1(d)(vii) or 6.1(d)(ix).

  • Final Allocation has the meaning set forth in Section 2.3.

  • conditional allocation ’ means an allocation to a province or municipality from the national government’s share of revenue raised nationally, envisaged in section 214(1)(c) of the Constitution, as set out in Schedule 4, 5, 6 or 7;

  • Contingent Payments has the meaning set forth in Section 2.05(b).

  • Allocated Loss Adjustment Expenses or “ALAE” means all court costs and court expenses; pre- and post-judgement interest; fees for service of process; attorneys’ fees; cost of undercover operative and detective services, costs of employing experts; costs for legal transcripts; costs for copies of any public records; costs of depositions and court-reported or recorded statements; costs and expenses of subrogation; and any similar fee, cost or expense reasonably chargeable to the investigation, negotiation, settlement or defense of a loss or a claim or suit against you, or to the protection and perfection of your or our subrogation rights.

  • Reais Allocation Date means, with respect of any Reais Transfer Date, the Business Day which is immediately prior to such Reais Transfer Date.

  • Contingent Payment shall have the meaning set forth in Section 2.2(a).

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

  • Allocation Amount means, as of the Closing Date, the Series 2023-1 Stated Principal Amount and on any date of determination thereafter, the sum of, without duplication, (a) the Allocation Amount determined as of the later of the Closing Date or the date of determination immediately prior to the then current date of determination, plus (b) the amount of all increases in the Series 2023-1 Stated Principal Amount resulting from the issuance of additional Series 2023-1 Notes since the prior date of determination, plus (c) all reimbursements, as provided in Section 4.04(e) or otherwise, of reductions in the Allocation Amount due to Investor Charge- Offs or Reallocated Principal Collections since the prior date of determination, minus (d) the amount of the reduction in the Allocation Amount due to Investor Charge-Offs since the prior date of determination, determined as set forth in Section 4.07, minus (e) the amount of the reduction in the Allocation Amount due to the application of Reallocated Principal Collections since the prior date of determination, determined as set forth in Section 4.08, minus (f) the amount deposited into the Principal Funding Account or (without duplication) deposited into the Distribution Account pursuant to Section 4.05(c) or paid to the Series 2023-1 Noteholders (in each case, after giving effect to any deposits, allocations, reallocations or withdrawals to be made on that day) since the prior date of determination; provided, however, that (1) the Allocation Amount may never be less than zero, (2) the Allocation Amount may never be greater than the Adjusted Outstanding DollarPrincipal Amount and (3) if there is a sale of Collateral in accordance with Section 4.14, the Allocation Amount will be reduced to zero upon such sale.

  • Class B Floating Allocation means, with respect to any Monthly Period, the percentage equivalent (which percentage shall never exceed 100%) of a fraction, the numerator of which is the Class B Adjusted Investor Interest as of the close of business on the last day of the preceding Monthly Period and the denominator of which is equal to the Adjusted Investor Interest as of the close of business on such day; provided, however, that, with respect to the first Monthly Period, the Class B Floating Allocation shall mean the percentage equivalent of a fraction, the numerator of which is the Class B Initial Investor Interest and the denominator of which is the Initial Investor Interest.

  • Monthly Total Principal Allocation means for any Related Month the sum of all Series 2015-3 Principal Allocations with respect to such Related Month.

  • Waste load allocation means (i) the water quality-based annual mass load of total nitrogen or

  • Contingent Consideration has the meaning set forth in Section 1.6.

  • Class A Floating Allocation means, with respect to any Monthly Period, the percentage equivalent (which percentage shall never exceed 100%) of a fraction, the numerator of which is the Class A Adjusted Investor Interest as of the close of business on the last day of the preceding Monthly Period and the denominator of which is equal to the Adjusted Investor Interest as of the close of business on such day; provided, however, that, with respect to the first Monthly Period, the Class A Floating Allocation shall mean the percentage equivalent of a fraction, the numerator of which is the Class A Initial Investor Interest and the denominator of which is the Initial Investor Interest.

  • Carryover Allocation means an Allocation made to the Project if the Project will not be Placed in Service by close of the calendar year of the Allocation.

  • Tax Allocations means the allocations set forth in paragraph 4 of Exhibit B.

  • Monthly Shared-Loss Amount means the change in the Cumulative Shared- Loss Amount from the beginning of each month to the end of each month.

  • Contingent Claim means any Claim, the liability for which attaches or is dependent upon the occurrence or happening of, or is triggered by, an event, which event has not yet occurred, happened or been triggered as of the date on which such Claim is sought to be estimated or an objection to such Claim is filed, whether or not such event is within the actual or presumed contemplation of the holder of such Claim and whether or not a relationship between the holder of such Claim and FairPoint now or hereafter exists or previously existed.

  • Allocated Realized Loss Amount With respect to any Distribution Date and any Class of Mezzanine Certificates, the sum of (i) any Realized Losses allocated to such Class of Certificates on such Distribution Date and (ii) the amount of any Allocated Realized Loss Amount for such Class of Certificates remaining unpaid from the previous Distribution Date.

  • Loss Allocation Limitation As defined in Section 4.4(g).

  • REMIC 2 Principal Loss Allocation Amount With respect to any Distribution Date and the mortgage loans, an amount equal to (a) the product of (i) the Aggregate Stated Principal Balance of the Mortgage Loans and related REO Properties then outstanding and (ii) 1 minus a fraction, the numerator of which is two times the aggregate of the Uncertificated Principal Balances of REMIC 2 Regular Interest A-1, REMIC 2 Regular Interest A-1M, REMIC 2 Regular Interest A-1W, REMIC 2 Regular Interest A-2A, REMIC 2 Regular Interest A-2B, REMIC 2 Regular Interest A-2C, REMIC 2 Regular Interest A-2D, REMIC 2 Regular Interest M-1, REMIC 2 Regular Interest M-2, REMIC 2 Regular Interest M-3, REMIC 2 Regular Interest M-4, REMIC 2 Regular Interest M-5, REMIC 2 Regular Interest M-6, REMIC 2 Regular Interest M-7, REMIC 2 Regular Interest M-8 and REMIC 2 Regular Interest B, and the denominator of which is the aggregate of the Uncertificated Principal Balances of REMIC 2 Regular Interest A-1, REMIC 2 Regular Interest A-1M, REMIC 2 Regular Interest A-1W, REMIC 2 Regular Interest A-2A, REMIC 2 Regular Interest A-2B, REMIC 2 Regular Interest A-2C, REMIC 2 Regular Interest A-2D, REMIC 2 Regular Interest M-1, REMIC 2 Regular Interest M-2, REMIC 2 Regular Interest M-3, REMIC 2 Regular Interest M-4, REMIC 2 Regular Interest M-5, REMIC 2 Regular Interest M-6, REMIC 2 Regular Interest M-7, REMIC 2 Regular Interest M-8, REMIC 2 Regular Interest B and REMIC 2 Regular Interest ZZ.

  • Preferred Allowance means the amount a Preferred Provider will accept as payment in full for Covered Medical Expenses.