Acquisition Period means the period ending five (5) business days prior to
Post-Acquisition Period means, with respect to any Permitted Acquisition, the period beginning on the date such Permitted Acquisition is consummated and ending on the last day of the sixth full consecutive fiscal quarter immediately following the date on which such Permitted Acquisition is consummated.
Ramp-Up Period means the period from and including the Effective Date to, but excluding, September 23, 2016.
Liquidity Event means a Change of Control or an IPO.
Post-Transaction Period means, with respect to any Specified Transaction, the period beginning on the date such Specified Transaction is consummated and ending on the last day of the eighth full consecutive fiscal quarter immediately following the date on which such Specified Transaction is consummated.
Milestone Event has the meaning set forth in Section 8.2.1.
Mid-Month Receipt Period With respect to each Distribution Date, the one month period beginning on the Determination Date (or, in the case of the first Distribution Date, from and including the Cut-Off-Date) occurring in the calendar month preceding the month in which such Distribution Date occurs and ending on the day preceding the Determination Date immediately preceding such Distribution Date.
Start-up period means up to a maximum of 7 Academy Financial Years and covers the period up to and including the first Academy Financial Year in which all age groups are present at the Academy (that is, all the pupil cohorts relevant to the age-range of the Academy will have some pupils present).
Ownership Change Event means the occurrence of any of the following with respect to the Company: (i) the direct or indirect sale or exchange in a single or series of related transactions by the stockholders of the Company of securities of the Company representing more than fifty percent (50%) of the total combined voting power of the Company’s then outstanding securities entitled to vote generally in the election of Directors; (ii) a merger or consolidation in which the Company is a party; or (iii) the sale, exchange, or transfer of all or substantially all of the assets of the Company (other than a sale, exchange or transfer to one or more subsidiaries of the Company).
Earnout Period has the meaning specified in Section 2.03(a).
Run-out Period means a period after the close of a Plan Year or other period during which Participants in a flexible spending arrangement (FSA) may request reimbursement for expenses incurred during the Period of Coverage.
Put Event means the occurrence of:
Estimated Incremental Quarterly Tax Amount has the meaning assigned to such term in Section 6.9.
Earn-Out Period has the meaning set forth in Section 2.3(a).
Lock-up Period means the period beginning on the date hereof and continuing through the close of trading on the date that is 90 days after the date of the Prospectus (as defined in the Underwriting Agreement).
Net Revenue means an entity’s total revenue less its operating expenses, interest paid, depreciation, and taxes. “Net Revenue” is synonymous with “Profit.”
Step Up Event means a failure to meet the Minimum Rating Requirement at any time, unless:
Notice Event means any of the events enumerated in paragraph (b)(5)(i)(C) of the Rule and listed in Section 4(a) of this Disclosure Agreement.
Sale Transaction has the meaning set forth in Section 3(a).
Partnership Change of Control means Tesoro Corporation ceases to Control the General Partner.
Ramp Period The Ramp Period begins on the Effective Date and ends after three (3) full months. At all times during the Ramp period, Customer will receive the rates, discounts, charges and credits in the agreement and will not be subject to an AVC. Annual Volume Commitment (“AVC”): Customer agrees to pay Company no less than $2,836,000 in Total Service Charges in each twelve-month period during the Initial Term (“Contract Year”), which is the Annual Volume Commitment (“AVC”).
Acquisition Event means a merger or consolidation in which the Company is not the surviving entity, any transaction that results in the acquisition of all or substantially all of the Company’s outstanding Common Stock by a single person or entity or by a group of persons and/or entities acting in concert, or the sale or transfer of all or substantially all of the Company’s assets.
Optimal Adjustment Event With respect to any Class of Class B Certificates and any Distribution Date, an Optimal Adjustment Event will occur with respect to such Class if: (i) the Principal Balance of such Class on the Determination Date succeeding such Distribution Date would have been reduced to zero (regardless of whether such Principal Balance was reduced to zero as a result of principal distribution or the allocation of Realized Losses) and (ii) (a) the Principal Balance of any Class of Class A Certificates would be subject to further reduction as a result of the third or fifth sentences of the definition of Principal Balance or (b) the Principal Balance of a Class of Class B Certificates with a lower numerical designation would be reduced with respect to such Distribution Date as a result of the application of clause (ii) of the definition of Class B-1 Principal Balance, Class B-2 Principal Balance, Class B-3 Principal Balance, Class B-4 Principal Balance, Class B-5 Principal Balance or Class B-6 Principal Balance.
Trigger Date shall have the meaning set forth in Section 11(a)(iii) hereof.
Milestone Payment Date has the meaning set forth in Section 2.4(a).
Initial Triggering Event means any of the following events or transactions occurring after the date hereof: