Installment Payment Conditions definition

Installment Payment Conditions means that (i) the New PC (i.e., the Practice Operator as that term is defined in the Management Services Agreement) having been and continuing to be in substantial compliance with all of the terms and conditions applicable to the Practice Operator in the Management Services Agreement including but in no way limited to, the timely payment in full of the Operations Fee and Base Management Fee (as those terms are defined in the Management Services Agreement); (ii) the Shareholder and the Company having been and continuing to be in compliance with all of the terms and conditions applicable to them in this Agreement except with respect to such matters which would not have a Material Adverse Effect on the Company, New PC, PainCare or their business or operations, with the understanding and agreement that the failure to provide indemnity pursuant to Section 11.2 or an uncured default with respect to Section 12 by the Shareholder shall be deemed for these purposes, without the need of any additional proof, as having a Material Adverse Effect on the Surviving Corporation, New PC, PainCare and their business and operations, and (iii) the New PC and the Shareholder having been and continuing to be in compliance with all of the terms and conditions of the Employment Agreement except with respect to such matters which would not have a Material Adverse Effect on the Company, New PC, PainCare or their business or operations with the understanding and agreement that a termination of the Shareholder’s Employment Agreement by the New PC or PainCare, on its behalf, pursuant to any provision under Section 6.1, other than Section 6.1.2(a), of such Employment Agreement shall be deemed for these purposes, without the need of any additional proof, as having a Material Adverse Effect on the Surviving Corporation, New PC, PainCare and their business and operations. To the extent that any of the Installment Payment Conditions are not satisfied during any of the first, second or third Formula Period(s), and if such condition remains unsatisfied after PainCare has given notice of the condition and the reason why it has not been satisfied to the Shareholder and the condition has not been cured within the applicable cure period or, if no cure period is provided for, then within thirty (30) days after such notice from PainCare, then for the applicable Formula Period where any of the Installment Payment Conditions are not satisfied and for each subsequent Formula Period, PainCare shall n...
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Installment Payment Conditions means that
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Installment Payment Conditions has the meaning set forth in Section 4.4. 0.62
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Examples of Installment Payment Conditions in a sentence

  • Subject to the satisfaction of all of the Installment Payment Conditions (as defined in 4.4(f)(vi) below), PainCare will pay to the Shareholder a total amount of additional consideration of Thee Million and No/100 Dollars ($3,000,000), payable in three (3) equal annual installments of One Million and No/100 Dollars ($1,000,000) (each an “Intended Installment Payment”) in the form of consideration as provided in Section 4.4(d) below and subject to adjustment as provided in Sections 4.4(b) and (c) below.

  • If the Installment Payment Conditions have not occurred on or before June ___, 2012, this note shall automatically be null and void and Maker shall have no further obligation hereunder.

  • Upon the occurrence of the Installment Payment Conditions, this note shall thereafter become payable in 60 equal monthly installments, beginning on the first day of the calendar month immediately following the occurrence of the Installment Payment Conditions.


More Definitions of Installment Payment Conditions

Installment Payment Conditions means that (i) the Company (i.e., the Practice Operator as that term is defined in the Management Agreement) having been and continuing to be in compliance with all of the terms and conditions applicable to the Practice Operator in the Management Agreement, including but in no way limited to, the timely payment in full of the Operations Fee and Base Management Fee (as those terms are defined in the Management Agreement); (ii) the Sellers having been and continuing to be in compliance with all of the terms and conditions applicable to the Sellers in this Agreement and (iii) the Company and the Members having been and continuing to be in compliance with all of the terms and conditions applicable to them as provided in the Company’s articles of organization and its amended and restated operating agreement. To the extent that any of the Installment Payment Conditions are not satisfied during any of the first, second or third Formula Period(s), then for the applicable Formula Period where any of the Installment Payment Conditions are not satisfied, and each subsequent Formula Period, PainCare shall not be obligated to pay, and shall have no duty or obligation to ever pay, and the Company shall not receive, and shall have no right to ever receive, any Intended Installment Payment (or the Adjusted Installment Payment or the Installment Payment Premium, as the case may be) that may otherwise be due the Company.
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Related to Installment Payment Conditions

  • Installment Payment Date means the date on which an installment payment of an assessment is payable.

  • Installment Payment has the meaning ascribed to it in Section 2.02(a).

  • Installment Payments shall have the meaning set forth in Section 5(b)(ii).

  • Installment Amount means the sum of (A) (i) with respect to any Installment Date other than the Maturity Date, the lesser of (x) the quotient of (I) the Principal amount outstanding under this Note as of the initial Installment Date, divided by (II) the number of Installment Dates occurring hereunder (as determined as of the initial Installment Date assuming no Deferrals, Accelerations, redemptions or conversions hereunder prior to the Maturity Date) and (y) the Principal amount then outstanding under this Note as of such Installment Date, and (ii) with respect to the Installment Date that is the Maturity Date, the Principal amount then outstanding under this Note as of such Installment Date (in each case, as any such Installment Amount may be reduced pursuant to the terms of this Note, whether upon conversion, redemption or Deferral), (B) any Deferral Amount deferred pursuant to Section 8(d) and included in such Installment Amount in accordance therewith, (C) any Acceleration Amount accelerated pursuant to Section 8(e) and included in such Installment Amount in accordance therewith and (D) in each case of clauses (A) through (C) above, the sum of any accrued and unpaid Interest and Make-Whole Amount with respect thereto as of such Installment Date under this Note, if any, and accrued and unpaid Late Charges, if any, under this Note as of such Installment Date. In the event the Holder shall sell or otherwise transfer any portion of this Note, the transferee shall be allocated a pro rata portion of the each unpaid Installment Amount hereunder.

  • Payment Condition at any time of determination with respect to any Specified Transaction, that the following conditions are all satisfied: (x) (1) 30-Day Specified Excess Availability (divided by Availability as of such time of determination and expressed as a percentage) and (2) the Specified Availability on the date of such Specified Transaction (divided by Availability as of such time of determination and expressed as a percentage), in each case exceed the applicable Availability Percentage (as defined below) and, (y) unless the Fixed Charge Condition (as defined below) is satisfied (to the extent applicable), the Parent Borrower shall be in Pro Forma Compliance with a minimum Consolidated Fixed Charge Coverage Ratio of at least 1.00:1.00 and (z) if reasonably requested by the Administrative Agent, the Borrower Representative shall have delivered to the Administrative Agent (i) a copy of calculations required by preceding clause (y) in reasonable detail and (ii) a calculation of Specified Unrestricted Cash. As used herein, the following terms shall have the following meanings: (i) “Availability Percentage”: shall mean (a) in respect of any Restricted Payment pursuant to Subsection 8.3(k), 12.5%; (b) in respect of (A) any investment or acquisition permitted pursuant to clause (u) of the definition of “Permitted Investments” or (B) clause (c)(i) of the definition of “Permitted Acquisitions,” 10.0%; (c) in respect of any payment, repurchase or redemption pursuant to Subsection 8.6(a), 12.5%; (d) in respect of any merger, consolidation, amalgamation or asset sale pursuant to Subsection 8.2(a) or 8.2(b), 10.0%; and (e) in respect of any Asset Sale that would otherwise have to comply with Subsection 8.5, 10.0%.; and (ii) “Fixed Charge Condition” shall mean 30-Day Specified Excess Availability (divided by Availability as of such time of determination and expressed as a percentage) exceeds: (a) in respect of any Restricted Payment pursuant to Subsection 8.3(k), 17.5%; (b) in respect of any acquisition permitted pursuant to clause (c)(i) of the definition of “Permitted Acquisitions”, 15.0%; (c) in respect of any investment permitted pursuant to clause (u) of the definition of “Permitted Investments”, 15.0%; (d) in respect of any payment, repurchase or redemption pursuant to Subsection 8.6(a), 15.0%; and (e) in respect of (A) any merger, consolidation, amalgamation or asset sale pursuant to Subsection 8.2(a) or 8.2(b) or (B) any Asset Sale that would otherwise have to comply with Subsection 8.5, 15.0%.

  • Payment Conditions means, at the time of determination with respect to a proposed payment to fund a Specified Transaction, that:

  • Installment Date as defined in Section 2.12.

  • Installment Due Date means, for any monthly installment of interest-only or principal and interest, the date on which such monthly installment is due and payable pursuant to Section 3 of this Note.

  • Basic Rent Payment Date means the Delivery Date, and the numerically corresponding day in each calendar month thereafter during the Term, and if such day is not a Business Day, then the immediately preceding calendar day which is a Business Day.

  • Final Payment Date means the "Final Payment Date" as specified in § 1 of the Product and Underlying Data.

  • Payment Amount has the meaning specified in Section 6.1.

  • Scheduled Final Payment Date means, with respect to each Tranche of Securitization Bonds, the date when all interest and principal is scheduled to be paid with respect to that Tranche in accordance with the Expected Amortization Schedule, as specified in the Series Supplement. For the avoidance of doubt, the Scheduled Final Payment Date with respect to any Tranche shall be the last Scheduled Payment Date set forth in the Expected Amortization Schedule relating to such Tranche. The “last Scheduled Final Payment Date” means the Scheduled Final Payment Date of the latest maturing Tranche of Securitization Bonds.

  • Rent Payment Date means each date on which an installment of rent is due and payable pursuant to Section 5(a) hereof.

  • Event Payments has the meaning set forth in Section 6.1(d).

  • Put Option Repayment Date means the settlement date for the Put Option pursuant to Clause 10.3 (Mandatory repurchase due to a Put Option Event).

  • Deferred Sales Charge Payment Dates means the dates specified for deferred sales fee installments under "Investment Summary--Fees and Expenses" in the Prospectus for the Trust.

  • Principal Payment Dates means unless otherwise determined by the Fiscal Officer in the Certificate of Award, December 1 in the years from and including 2020 to and including 2035, provided that in no case shall the latest Principal Payment Date be later than the maximum maturity of the Bonds referred to in the preambles hereto.

  • Payment Cap For each Mortgage Loan, the percentage limit set forth in the related Mortgage Note concerning the maximum permitted increase in a monthly payment.

  • Redemption Payment Date As defined in Section 13.1.

  • Amortization Payment Date shall have the meaning set forth in Section 2(d).

  • Maturity Payment Amount shall have the meaning set forth in Section 2 of this Annex A.

  • Scheduled Principal Payment Amount means, for any Payment Date, an amount equal to the excess of (a) the Note Principal Amount on such Payment Date over (b) the Scheduled Note Principal Amount for such Payment Date.

  • Principal Payment Amount For any Distribution Date, an amount equal to the related Principal Remittance Amount for such date minus the related Overcollateralization Release Amount, if any, for such date.

  • Individual Settlement Payment means the amount payable from the Net