Maximum Contingent Payment Amount definition

Maximum Contingent Payment Amount means an amount equal to $122,800,000.
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Maximum Contingent Payment Amount is defined in Section 1.6(a).
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Maximum Contingent Payment Amount has the meaning set forth in Section 3.5(a) below.
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Examples of Maximum Contingent Payment Amount in a sentence

  • Buyer agrees that during the Contingent Payment Period (as defined in Exhibit 1.4(d)(i)) it will not take any action or refrain from taking any action in the S3 Business, a purpose of which is to prevent or reduce any Contingent Payments or Seller from earning the Maximum Contingent Payment Amount (as defined in Exhibit 1.4(d)(i)).

  • Within ten (10) Business Days following the Closing, the Company shall deliver to the Buyer a certificate certified by the President of the Company setting forth the calculation of the Maximum Contingent Payment Amount.

  • If the Buyer objects to the calculation of the Maximum Contingent Payment Amount, the Buyer shall deliver to the Company within ten (10) Business Days following the Buyer’s receipt of the Company’s calculation of the Maximum Contingent Payment Amount a written notice setting forth in reasonable detail such objections (a “Maximum Contingent Payment Amount Objection Notice”), together with all supporting documentation.

  • The Company shall provide a Participant who has satisfied the eligibility requirements of Section 3 the Benefits described below.

  • Subject to certain limitations, Holders of a majority in Annual Maximum Contingent Payment Amount of the Securities then outstanding may direct the Trustee in its exercise of any trust or power.

  • The Company will pay on each Interest Payment Date to the Holder of this Security at the close of business on the immediately preceding Record Date such Holder's PRO RATA amount of Contingent Payments, based upon the aggregate Annual Maximum Contingent Payment Amount of the Securities owned by the such Holder.

  • Subject to certain exceptions, the Indenture or the Securities may be amended or supplemented with the written consent of the Holders of a majority in aggregate Annual Maximum Contingent Payment Amount of the Securities then outstanding, and any existing Default or Event of Default or compliance with any provision may be waived with the consent of the Holders of a majority in aggregate principal amount of the Securities then outstanding.

  • If an Event of Default occurs and is continuing, the Trustee or the Holders of at least 25% in aggregate Annual Maximum Contingent Payment Amount of Securities then outstanding may declare all the Securities to be due and payable immediately in the manner and with the effect provided in the Indenture.

  • The aggregate Annual Maximum Contingent Payment Amount in respect of Securities outstanding at any time may not exceed $18,319,035, except as provided in Sections 2.7 and 2.8. Upon the written order of the Company and the Parent Guarantor in the form of an Officers' Certificate, the Trustee shall authenticate Securities in substitution of Securities originally issued to reflect any name change of the Company or the Parent Guarantor.

  • Securities shall be issuable only in registered form without coupons in denominations of $97.70 in Annual Maximum Contingent Payment Amount and any integral multiple thereof.


More Definitions of Maximum Contingent Payment Amount

Maximum Contingent Payment Amount has the meaning specified in Section 2.04(a).
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Maximum Contingent Payment Amount shall be added to Annex A and shall read, “means Thirty Million Dollars (as increased by any Recapture Eligible Amount).”
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Related to Maximum Contingent Payment Amount

  • CVR Payment Amount means with respect to each CVR Payment and each Holder, an amount equal to such CVR Payment divided by the total number of CVRs and then multiplied by the total number of CVRs held by such Holder as reflected on the CVR Register.

  • Required Payment Amount shall have, for any Distribution Date, the meaning specified for such Distribution Date in Section 4.6(a) of the Sale and Servicing Agreement.

  • Maximum Contribution Amount shall equal the excess of (i) the aggregate proceeds received by such Holder pursuant to the sale of such Registrable Notes or Exchange Notes over (ii) the aggregate amount of damages that such Holder has otherwise been required to pay by reason of such untrue or alleged untrue statement or omission or alleged omission. No person guilty of fraudulent misrepresentation (within the meaning of Section 11(f) of the Securities Act) shall be entitled to contribution from any Person who was not guilty of such fraudulent misrepresentation. The Holders’ obligations to contribute pursuant to this Section 8(d) are several in proportion to the respective principal amount of the Registrable Securities held by each Holder hereunder and not joint. The Company’s and Subsidiary Guarantors’ obligations to contribute pursuant to this Section 8(d) are joint and several. The indemnity and contribution agreements contained in this Section 8 are in addition to any liability that the Indemnifying Parties may have to the Indemnified Parties.

  • Principal Payment Amount For any Distribution Date, the sum of (i) the scheduled principal payments (if any) on the Mortgage Loans due on the related Due Date, (ii) the principal portion of proceeds received with respect to any Mortgage Loan which was purchased or repurchased pursuant to a Purchase Obligation or as permitted by this Agreement during the Prior Period and (iii) any other unscheduled payments of principal which were received with respect to any Mortgage Loan during the Prior Period, other than Payoffs, Curtailments, Liquidation Principal and Subsequent Recoveries.

  • Daily Maximum Cash Amount means, with respect to the conversion of any Note, the quotient obtained by dividing (A) the Specified Dollar Amount applicable to such conversion by (B) forty (40).

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

  • Payment Amount as defined in Section 3.5.

  • Earn-Out Amount has the meaning set forth in Section 2.07(a).

  • Earn-Out Payment has the meaning set forth in Section 2.07(a)(i).

  • M&O Amount means the revenue protection payment required as part of this Agreement as set out in TEXAS EDUCATION CODE Section 48.256(d) and shall have the meaning assigned to such term in Section 4.2 of this Agreement.

  • Maximum Settlement Amount means the maximum amount the Company may be required to pay pursuant to this Settlement, which is the sum of Three Hundred Thousand Dollars ($300,000), excluding any of the Company’s employer-side share of FICA, FUTA, and other similar, mandatory employer-side payroll taxes. In no event shall the Maximum Settlement Amount exceed the foregoing sum.

  • Calculation Amount means the amount specified as such on the face of any Note, or if no such amount is so specified, the Denomination Amount of such Note as shown on the face thereof;

  • Senior Principal Payment Amount For any Distribution Date on or after the Stepdown Date and as long as a Trigger Event has not occurred with respect to such Distribution Date, will be the amount, if any, by which (x) the Class Principal Balance of the Senior Certificates immediately prior to such Distribution Date exceeds (y) the lesser of (A) the product of (i) 57.40% and (ii) the Aggregate Collateral Balance for such Distribution Date and (B) the amount, if any, by which (i) the Aggregate Collateral Balance for such Distribution Date exceeds (ii) 0.50% of the Aggregate Collateral Balance as of the Cut-off Date (including amounts in the Prefunding Account as of the Closing Date).

  • Reimbursement Amount As defined in Section 2.04.

  • Acquisition Amount means, for an Acquired Receivable for which the Acquisition Amount is to be included in Available Funds for a Payment Date, the excess of (i) the present value of the Principal Balance of the Receivable as of the last day of the Collection Period immediately preceding the related Collection Period (calculated using the Discount Rate on the basis of a 360-day year of twelve 30-day months and assuming each amount is received at the end of the Collection Period in which the amount is scheduled to be received) over (ii) all cash collections and any other cash proceeds received by the Issuer on the related Receivable from (but excluding) the last day of the Collection Period immediately preceding the related Collection Period to the day on which such Receivable becomes an Acquired Receivable.

  • Earnout Amount has the meaning provided in Section 2.9(b).

  • Capitalization Reimbursement Amount As to any Distribution Date, the amount of Advances or Servicing Advances that were added to the Stated Principal Balance of the related Mortgage Loans during the prior calendar month and reimbursed to the Master Servicer or Subservicer on or prior to such Distribution Date pursuant to Section 3.10(a)(vii), plus the Capitalization Reimbursement Shortfall Amount remaining unreimbursed from any prior Distribution Date and reimbursed to the Master Servicer or Subservicer on or prior to such Distribution Date.

  • Maximum Commitment Amount means Five Million Dollars ($5,000,000.00).

  • Earnout Payment has the meaning set forth in Section 2.3(b).

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

  • AHYDO Catch-Up Payment means any payment with respect to any obligations of the Borrower or any Restricted Subsidiary, in each case to avoid the application of Section 163(e)(5) of the Code thereto.

  • Minimum Cash Amount shall have the meaning set forth in Section 6.2(iv).

  • Monthly Payment Amount means, with respect to each Payment Date, a payment equal to the amount of interest which has accrued during the related Interest Accrual Period, computed at the Interest Rate.

  • Closing Payment Amount has the meaning specified in Section 1.5.

  • Cash Amount means an amount of cash equal to the product of (i) the Value of a REIT Share and (ii) the REIT Shares Amount determined as of the applicable Valuation Date.

  • Excess Cash Amount means, as of any Excess Cash Measurement Date, (a) the total amount of Unrestricted Cash, less (b) the sum of (i) the applicable Minimum Cash Threshold hereto corresponding to such Excess Cash Measurement Date, (ii) the total amount of scheduled payments due by OEC and its Subsidiaries, taken as a whole, under (x) the New Notes and (y) any other Permitted Indebtedness in each case in the subsequent twelve (12) month period, (iii) projected expenses for the Issuer to conduct its operations during the subsequent twelve (12) month period, including any foreign currency conversion expenses and (iv) for any Excess Cash Measurement Date through (and including) December 31, 2024, any Fines due by OEC and its Subsidiaries for the subsequent twelve (12) month period; less (c) an amount equal to the Required Gross-Up; provided that any items already deducted from cash and short-term investments of OEC and its Subsidiaries for purposes of determining Unrestricted Cash shall not be deducted again for purposes of determining the Excess Cash Amount.