Contingent Distributions definition

Contingent Distributions has the meaning set forth in Section 7(c).
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Contingent Distributions has the meaning specified in the Trust Agreement.
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Contingent Distributions means any amounts (other than the Cash Available at Closing) which, pursuant to this Agreement, become distributable to the Holders subsequent to the Closing, including without limitation (i) any portion(s) of the Indemnification Escrow Amount or the Adjustment Escrow which become distributable to the Holders and (ii) any amounts distributable to the Holders out of payments made to the Holder Representative by the Escrow Agent pursuant to Section 1.9(d) or Article IX.
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Examples of Contingent Distributions in a sentence

  • The payment of Contingent Distributions may not, under any circumstances, be subject to an Extension Period.

  • As a consequence of such deferral, Distributions (other than Contingent Distributions) will also be deferred.

  • If a Change of Control occurs, each holder of Trust PIERS will have the right to require the Depositor to purchase all or any part of that Holder’s Trust PIERS at a purchase price equal to 100% of the Trust PIERS repurchased plus accrued and unpaid Distributions, including Contingent Distributions, if any, on the Trust PIERS repurchased, to the date of purchase on the terms and conditions set forth in the Trust Agreement.

  • Payments in respect of the Trust PIERS shall be made by check mailed to the address of the Person entitled thereto as such address shall appear on the Securities Register or, if the Trust PIERS are held by a Clearing Agency, such Distributions (including Contingent Distributions) shall be made to the Clearing Agency, which shall credit the relevant Persons’ accounts at such Clearing Agency on the applicable Distribution Dates.

  • Any Paying Agent shall have the revocable power to withdraw funds from the Payment Account for the purpose of making the Distributions, Contingent Distributions and payments provided hereby.

  • Notwithstanding anything to the contrary herein, the Guarantor retains all of its rights to extend the interest payment period on the Convertible Debentures to the extent permitted by the Indenture and the Guarantor shall not be obligated hereunder to make any Guarantee Payments during any Extension Period with respect to the Distributions (other than Contingent Distributions) on the Trust PIERS.

  • The Paying Agent shall make Distributions, Contingent Distributions and other payments provided hereby to Holders from the Payment Account and shall report the amounts of such Distributions, Contingent Distributions and payments to the Property Trustee and the Administrative Trustees.

  • The Trustees may treat the Person in whose name any Security shall be registered on the books and records of the Trust as the sole owner of such Security for purposes of receiving Distributions, including Contingent Distributions, and for all other purposes whatsoever and, accordingly, shall not be bound to recognize any equitable or other claim to or interest in such Security on the part of any Person, whether or not the Trust shall have actual or other notice thereof.

  • In such event, the Holders shall be entitled to receive out of the assets of the Trust available for distribution to the Holders, after satisfaction of liabilities to creditors of the Trust as provided by applicable law, an amount equal to the liquidation amount at maturity of the Securities plus accumulated and unpaid Distributions, including Contingent Distributions, thereon to the date of payment (such amount being the "Liquidation Distribution").

  • Any such transferee shall be deemed not to be a Holder of such Trust PIERS for any purpose, including, but not limited to, the receipt of Distributions, including Contingent Distributions, on such Trust PIERS, and such transferee shall be deemed to have no interest whatsoever in such Trust PIERS.

Related to Contingent Distributions

  • Tax Distributions has the meaning set forth in Section 4.01(b)(i).

  • Profit Distribution Date means the date on which the Management Company decides to distribute the profits (if any).

  • Distributions means amounts payable in respect of the Trust Securities as provided in Section 4.1.

  • Permitted Tax Distributions means, with respect to a Credit Party so long as it is taxable as a partnership or disregarded entity for United States federal income tax purposes, tax distributions to the owners of Equity Interests in such Credit Party (its “shareholders”) in an aggregate amount that does not exceed, with respect to any period, an amount equal to (a) the product of (i) the Applicable Tax Percentage, multiplied by (ii) such Credit Party’s federal taxable income, minus (b) to the extent not previously taken into account, any income tax benefit attributable to such Credit Party which could be utilized by its shareholders, in the current or any prior year, or portion thereof, from and after the Closing Date (including any tax losses or tax credits), computed at the Applicable Tax Percentage of the year that such benefit is taken into account for purposes of this computation; provided, however, that the computation of distributions under this definition shall also take into account (x) the deductibility of state and local taxes for federal income tax purposes and (y) any difference in the Applicable Tax Percentage resulting from the nature of the taxable income (such as capital gain as opposed to ordinary income, if applicable; provided, further, that, in the event (x) the actual distribution to a shareholder made pursuant to this definition exceeds the actual income tax liability of any such shareholder due to such Credit Party’s status as a partnership or “disregarded entity” for U.S. federal or other applicable income tax purposes, or (y) if such Credit Party is a subchapter C corporation, such Credit Party would be entitled to a refund of income taxes previously paid as a result of a tax loss during a year in which such Credit Party is a partnership or “disregarded entity” for U.S. federal or other applicable income tax purposes, then, such shareholder shall repay such Credit Party the amount of such excess or refund, as the case may be, no later than the date the annual tax return must be filed by such Credit Party (without giving effect to any filing extensions) and, in the event such amounts are not repaid in a timely manner by any, then such Credit Party shall not pay or make any distribution with respect to, or purchase, redeem or retire, any Equity Interest of such Credit Party held or Controlled by, directly or indirectly, such shareholder until such payment has been made.

  • Benefit Distribution Date means the date upon which all or an objectively determinable portion of a Participant’s vested benefits will become eligible for distribution. Except as otherwise provided in the Plan, a Participant’s Benefit Distribution Date shall be determined based on the earliest to occur of an event or scheduled date set forth in Articles 4 through 9, as applicable.

  • Accumulated contributions means the sum of all

  • Tax Distribution has the meaning set forth in Section 4.4.