Holdback Reserve definition

Holdback Reserve has the meaning ascribed to such term in Clause 8.4.
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Holdback Reserve means, with respect to any Person for any ---------------- sale, lease, transfer or other disposition of any property or assets, an amount equal to any amount required to be reserved (and properly reserved for) by such Person in accordance with GAAP against any contingent liabilities that (a) are associated with the property and assets of such Person being sold, leased, transferred or otherwise disposed of in such transaction in accordance with the terms of the Loan Documents (including, without limitation, pension and other post- employment benefit liabilities, liabilities related to environmental matters and liabilities resulting from indemnification obligations for other similar contingent liabilities) and (b) are required to be retained or indemnified by such Person under the documentation evidencing the terms and conditions of such transaction; provided that -------- the amount of each Holdback Reserve shall be (i) reduced on each Business Day that the Borrower shall give notice to the Agent that the contingent liabilities giving rise to such Holdback Reserve have been paid, satisfied or extinguished in an amount specified in such notice, by such amount, and (ii) permanently reduced to zero on the earlier to occur of (X) the date that is 24 months after the date on which the Borrower or any of its Subsidiaries received Net Cash Proceeds from the transaction for which the Holdback Reserve was established and (Y) the date on which the contingent liabilities for which such Holdback Reserve was established are no longer required to be reserved against in accordance with GAAP.
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Holdback Reserve means with respect to the Company, any amount reserved as of the Closing Date for a holdback that may become payable by any of the Transferred Entities pursuant to a Holdback Agreement and that remains unpaid by the Transferred Entities, calculated in accordance with the formulas and methodologies used in the preparation of the Company’s consolidated interim financials and otherwise in accordance with GAAP.
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Examples of Holdback Reserve in a sentence

  • Funds placed in the Holdback Reserve will not remain invested in the Company and will be kept separate from the assets of the Sub-Fund.

  • The Holdback Reserve will not be taken into account for the calculation of the NAV of the respective Sub-Fund and will be deposited in a bank account of the Company in relation to the Sub-Fund until any contingent obligations or liabilities are ascertained.

  • To the extent commercially practicable the Administrator will provide relevant information on the Holdback Reserve upon request from an affected Shareholder.

  • As soon as the extent of the obligations or liabilities is determined to the satisfaction of the Company any funds remaining in the Holdback Reserve will be remitted to the Shareholder (as part of the Redemption Proceeds due) to the account to which other Redemption Proceeds were paid or wherever else the Shareholder instructs, subject to the Administrator’s AML obligations.

  • As soon as the extent of the obligations or liabilities is determined to the satisfaction of the Company any funds remaining in the Holdback Reserve will be remitted to the Shareholder (as part of the Redemption Proceeds due) to the account to which other Redemption Proceeds were paid or wherever else the Shareholder instructs, subject to the Administrator’s AML obligations.Frequent Trading Investment in the Sub-Funds is intended for long term purposes only.

  • The Holdback Reserve will not be taken into account for the calculation of the NAV and will be deposited in a bank account of the Company until any contingent obligations or liabilities are ascertained.

  • As soon as the extent of the obligations or liabilities is determined to the satisfaction of the Company any funds remaining in the Holdback Reserve will be remitted to the Shareholder (as part of the Redemption Proceeds due) to the account to which other RedemptionProceeds were paid or wherever else the Shareholder instructs, subject to the Administrator’s AML obligations.

  • Funds placed in the Holdback Reserve will not remain invested and will be kept separate from the assets used to calculate the Net Asset Value.

  • On July 9, 2012, the Bankruptcy Court approved the first amendment to the Stipulation (the “First U.S. Stipulation Amendment”) whereby the DOD agreed to release approximately $1 million from the Holdback Reserve in exchange for certain protections to ensure that the DOD preserves all of its rights.

  • The project was administratively approved (September 1975) by the State Government for C15.83 crore with the target date of completion in 1981.


More Definitions of Holdback Reserve

Holdback Reserve means (i) $100,000,000 for a Designated Borrower Restricted Payment pursuant to Section 5.02(f)(v)(A) or (ii) $150,000,000 for a Designated Borrower Restricted Payment pursuant to Section 5.02(f)(v)(B).
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Holdback Reserve means, with respect to any sale, lease, transfer or other disposition of any property or assets of the Borrower or any of its Subsidiaries pursuant to Section 5.02(d)(vii) or 5.02(d)(viii), an amount equal to the aggregate amount of all current accruals and medical claims payable and other accounts payable of the Borrower or its applicable Subsidiary that (a) are associated with the property and assets of the Borrower or such Subsidiary being sold, leased, transferred or otherwise disposed of in such transaction and (b) are required to be retained by the Borrower or such Subsidiary as consideration for, and under the terms of the documentation for, such sale, lease, transfer or other disposition, as such amount may be reduced from time to time pursuant to Section 2.01(c)(ii) or 2.05(b)(vii); provided that (i) the aggregate amount of all such current accruals and medical claims payable and other accounts payable of the Borrower or any its Subsidiaries comprising any such Holdback Reserve shall not exceed the lesser of (A) the aggregate cash consideration received by the Borrower and its Subsidiaries for their own account on the date on which such Holdback Reserve is established for the accounts receivables sold, transferred or otherwise disposed of in such transaction and (B) the aggregate Unused Revolving Credit Commitments of the Revolving Credit Lenders on the date of such sale, lease, transfer or other disposition and (ii) each Holdback Reserve shall be eliminated on the date that is 90 days after the date on which the Borrower or any of its Subsidiaries consummated the sale, lease, transfer or other disposition of any of its property and assets that gave rise to the establishment of such Holdback Reserve, regardless of whether the related current accruals and medical claims payable and other accounts payable of the Borrower or any its Subsidiaries have been paid or otherwise satisfied by or on behalf of the Borrower or any of its Subsidiaries on or prior to such date; and provided further that the aggregate amount of all Holdback Reserves in effect on any date of determination shall not exceed (1) $30,000,000 at any time prior to the date on which the aggregate Term Commitments are reduced to, and the aggregate principal amount of all outstanding Term Advances is, less than $300,000,000 and (2) $50,000,000 at any time thereafter.
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Holdback Reserve means an initial amount equal to $1,855,334, which reserve shall be reduced by the Lender in accordance with Section 2.7 hereof.
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Holdback Reserve has the meaning set forth in Section 6.9.
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Related to Holdback Reserve

  • Holdback has the meaning set forth in Section 4.1(d)(i).

  • Holdback Amount has the meaning set forth in Section 2.06(a).

  • Indemnity Escrow Account has the meaning set forth in Section 2.3(c).

  • Indemnity Escrow Amount means $5,000,000.

  • Escrow Cash is defined in Section 4.1(a).

  • Escrow Fund means the escrow fund established pursuant to the Escrow Agreement.

  • Indemnity Escrow Fund means the Indemnity Escrow Amount deposited with the Escrow Agent, as such sum may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any remaining interest or other amounts earned thereon.

  • Escrow Deposit has the meaning set forth in Section 3.3.

  • Expense Reserve Account The trust account established pursuant to Section 10.3(d).

  • Escrow Amount has the meaning set forth in Section 2.1(c).

  • Required Reserve Fund Amount With respect to any Distribution Date on which the Net Excess Spread is less than 0.25%, the amount, if any by which (a) the product of 1.00% and the Pool Balance for such date exceeds (b) the amount on deposit in the Basis Risk Reserve Fund immediately prior to such date. With respect to any Distribution Date on which the Net Excess Spread is equal to or greater than 0.25%, the amount, if any, by which (i) $1,000 exceeds (ii) the amount on deposit in the Basis Risk Reserve Fund immediately prior to such date. Provided, however, that on any Distribution Date on which the Class Principal Amount of each Class of LIBOR Certificates has been reduced to zero, the Required Reserve Fund Amount shall be zero.

  • Cash Reserve means (i) at any time after the occurrence and during the continuation of a Level One Trigger, [*] of the aggregate Investment at such time and (ii) at any other time, an amount equal to 1% of the aggregate Investment at such time.

  • Working Capital Escrow Amount means $500,000.

  • Professional Fee Escrow Amount means the aggregate amount of Professional Fee Claims and other unpaid fees and expenses Professionals estimate they have incurred or will incur in rendering services to the Debtors prior to and as of the Confirmation Date, which estimates Professionals shall deliver to the Debtors as set forth in Article II.C hereof.

  • Escrow Account The Eligible Account or Accounts established and maintained pursuant to Section 3.09(b).

  • Cash Reserve Account means an Eligible Deposit Account established in the name of the Trust and designated as the Cash Reserve Account for the purposes hereof, the balance of which shall be subject to the control of the Trust for the benefit of the Trust and the Seller and applied in accordance with the terms hereof, which account shall bear interest and shall initially be account number [*], maintained at [*];

  • Rent Reserve means, with respect to any plant, warehouse distribution center or other operating facility where any Inventory subject to landlords’ Liens or other Liens arising by operation of law is located and a Collateral Access Agreement has not been duly executed and delivered by the lessor or bailee at such location, a reserve equal to three (3) month’s rent at such plant, warehouse distribution center, or other operating facility, and such other reserve amounts that may be determined by the Administrative Agent in its reasonable discretion.

  • FF&E Reserve shall have the meaning given such term in Section 5.1.2(a).

  • FF&E Reserve Account shall have the meaning set forth in Section 7.3 hereof.

  • Replacement Reserve Account shall have the meaning set forth in Section 7.3.1 hereof.

  • Professional Fee Escrow Account means an interest-bearing account funded by the Debtors with Cash on the Effective Date in an amount equal to the Professional Fee Amount.

  • Replacement Reserve As defined in Section 9.5.1.

  • Adjustment Escrow Account has the meaning set forth in Section 2.4(a)(i).

  • Indemnity Escrow Agreement has the meaning set forth in Section 1.5.

  • Required Reserve Fund Deposit With respect to any Distribution Date on which the Net Excess Spread is less than 0.25%, the amount, if any by which (a) the product of 1.00% and the Aggregate Pool Balance for such date exceeds (b) the amount on deposit in the Basis Risk Reserve Fund immediately prior to such date. With respect to any Distribution Date on which the Net Excess Spread is equal to or greater than 0.25%, the amount, if any, by which (i) $1,000 exceeds the amount on deposit in the Basis Risk Reserve Fund immediately prior to such date; provided, however, that on any Distribution Date on which the Class Principal Amount of each Class of Offered Certificates, the Class B1 Certificates and the Class B2 Certificates has been reduced to zero, the Required Reserve Fund Deposit shall be zero.