Net Transaction Proceeds definition

Net Transaction Proceeds means the transaction proceeds paid into the Victorian Transport Fund under section 12(3) less any deductions made from the transaction proceeds under section 12(4);regional, in relation to infrastructure, means a geographic area of Victoria that is within a municipal district of a Council or an alpine resort within the meaning of the Alpine Resorts Act 1983 that is defined as rural or regional Victoria under the Regional Development Victoria Act 2002;relevant period means any of the following—
Sample 1Sample 2
Net Transaction Proceeds means (A) the value of the consideration actually received by the Company in connection with such transaction, less (B) the sum of (i) the Company's cost basis, as determined by the Company's outside accounting firm in accordance with GAAP, in the securities or assets being sold (the "Company's Investment"), plus (ii) an amount equal to a ten percent (10%) cumulative annualized rate of return on the Company's Investment. Notwithstanding anything to the contrary above, the Transaction Bonus shall not apply to a sale or transfer by the Company of the assets comprising the postal meter and/or postal scale division of the Company. The Transaction Bonus shall be paid to the Employee within ninety (90) days of the later of (i) the closing of the applicable transaction; or (ii) the date on which the Company actually receives at least eighty percent (80%) of the total consideration to be received in connection with such transaction. In addition, the Transaction Bonus will be due and payable to the Employee notwithstanding the termination of this Agreement if (i) this Agreement is terminated (a) as a result of the failure by the Company to extend the Term, (b) after the first full year of this Agreement, by either the Company pursuant to Section 7(b) or the Employee for Good Reason pursuant to Section 7(b), (c) as a result of the Employee's disability or death pursuant to Sections 7(c) and 7(d), respectively and (ii) prior to such termination, the transaction giving rise to the Transaction Bonus was reduced to a definitive written agreement and the transaction closes within six (6) months of the date of termination in substantial accordance with the terms of the written agreement. Moreover, if this Agreement is terminated by the Employee under Section 7(b) for any reason other than Good Reason, then the Transaction Bonus will be due and payable to the Employee notwithstanding the termination of this Agreement, provided the transaction in question formally closed prior to the date of termination.
Sample 1Sample 2
Net Transaction Proceeds means an amount equal to aggregate amount of cash and non-cash consideration to be paid by a purchaser in connection with any transaction described in Article VI of this Agreement, whether structured as a sale or equity in the Company or assets of the Company, less the expenses of such transaction and the aggregate amount of Indebtedness of the Company and its Subsidiaries required to be paid as a condition to such sale, all determined as of the closing date of such Transaction.
Sample 1

Examples of Net Transaction Proceeds in a sentence

  • Any liability to make a payment arising from a successful claim by the Purchaser under any of the relevant provisions of the Sale and Purchase Agreement would reduce the Net Transaction Proceeds and could have an adverse effect on the cash flow and financial condition of the Group.

  • The Board also intends to contribute £5.0 million to Essentra’s defined benefit pension schemes and, following completion of the Strategic Review of the Filters Business, to return a part of the residual Net Transaction Proceeds to Shareholders.

  • CDP, UTV and each of the Covenanters shall work together to obtain all consents and approvals from all relevant authorities in the relevant jurisdictions, including but not limited to the Reserve Bank of India for the consummation of the Transaction and the remittance of the Net Transaction Proceeds to CDP and all other payments arising thereof.

  • Once a month, we will pay to you all previously unpaid Net Transaction Proceeds that we have collected as of the date that is 2 business days prior to the date of payment, except that we may withhold payments to you until you have properly set up your bank account in accordance with instructions you receive from us.

  • Essentra is of the opinion that, taking into account the Net Transaction Proceeds, the Retained Group has sufficient working capital available to it for its present requirements, that is, for at least the next 12 months from the date of publication of this Circular.

  • Use of proceeds The Net Transaction Proceeds are expected to be approximately £287.9 million.

  • If the Transaction does not proceed to Completion, the Group will not receive the Net Transaction Proceeds from, nor realise any of the potential benefits of, the Transaction and Essentra’s ability to deliver Shareholder value may be prejudiced and it may have an impact on other transactions in the pipeline and impact the perceived value of the Packaging Business.

  • If the violator does not follow the access suspension, than the County will take actions necessary to prevent the danger.

  • The Board intends firstly to use a proportion of the Net Transaction Proceeds to reduce Essentra’s financial indebtedness.

  • On Completion, Essentra expects to receive Net Transaction Proceeds of approximately£287.9 million after customary adjustments and transaction costs.


More Definitions of Net Transaction Proceeds

Net Transaction Proceeds means the gross purchase price due to Borrower at each closing with Xxxxxx conducted under the Lot Contract less the debits, closing costs and expenses of such closing allocated to Borrower in accordance with the terms of the Lot Contract.
Sample 1
Net Transaction Proceeds means, with respect to each Participating Site, any (i) Net Sales Proceeds; (ii) Net Financing Proceeds; (iii) Net Casualty Proceeds; or (iv) Net Condemnation Proceeds.
Sample 1
Net Transaction Proceeds means an amount equal to (a) the Aggregate Transaction Proceeds, minus (b) the 7GC Transaction Expenses, minus (c) the Company Expenses.”
Sample 1
Net Transaction Proceeds means the gross payments (whether in the form of common stock of Holdings, cash or otherwise) received by Holdings or the Borrower pursuant to the Purchase Agreement (including any payments received by way of any adjustment to the purchase price provided for therein, but only when and as received), minus the payments (whether in the form of common stock of Holdings, cash or otherwise) paid by Holdings or the Borrower to the Sellers pursuant to the Purchase Agreement, in each case as a result of purchase price adjustments or indemnity payments thereunder; provided, that any Net Transaction Proceeds that (a) is not in the form of cash and (b) if not converted into cash would affect adversely the ability of the Borrower or Holdings to comply with the applicable financial covenants contained in Section 7.2.4, the Borrower or Holdings, as the case may be, shall promptly convert such
Sample 1
Net Transaction Proceeds means (x) the fair market value of the net consideration received or to be received by the shareholders of the company undergoing the Change in Control, or (y) in the event amounts are to be paid to the company undergoing the Change in Control pursuant to the sale, license or other disposition of the company’s assets that constitutes a Change in Control, the aggregate value of any consideration that would be received by the shareholders if the company undergoing the Change in Control were liquidated immediately following the consummation of such sale, license or other disposition, in each case increased by any liabilities of the company or the shareholders satisfied with the proceeds of such transaction or assumed by the acquirer, and increased by any cash or cash equivalents of the company undergoing the change in control at the time of such Change in Control (and any dividends or other distributions declared by the company undergoing the Change in Control in connection with such Change in Control), and reduced by all fees, costs and expenses (including legal, accounting and banking) related to the Change in Control incurred by the company undergoing the Change in Control, but calculated prior to giving effect to the calculation of the amounts payable hereunder. Amounts paid into escrow and contingent payments in connection with any Change in Control will be included as part of the Net Transaction Proceeds. In connection with a sale of the outstanding stock of the Company or any Parent Entity or a sale of the Company’s or any Parent Entity’s assets that constitutes a Change in Control, the Net Transaction Proceeds shall be calculated (i) in the event of a stock sale, as though one hundred percent (100%) of the outstanding stock on a fully diluted basis had been acquired for the same per share amount paid in the transaction, or (ii) in the event of an asset sale, as though one hundred percent (100%) of the assets had been acquired, with the Net Transaction Proceeds determined by multiplying (A) the aggregate consideration paid for the purchased assets multiplied by (B) the fraction resulting from dividing (1) one hundred percent (100%) by (2) the percentage of the assets acquired by the purchaser.
Sample 1
Net Transaction Proceeds means the transaction proceeds paid into the Victorian Transport Fund under section 12(3) less any deductions made from the transaction proceeds under section 12(4).". 581014GLCH-25/02/2016NEW CLAUSES
Sample 1

Related to Net Transaction Proceeds

  • Net Disposition Proceeds means, with respect to any sale, transfer or other disposition of any assets of the Borrower, any Parent Guarantor or any of their respective Subsidiaries (other than sales permitted pursuant to clause (a), (b) or (c) of Section 7.2.9), the excess of

  • Disposition Proceeds means, with respect to each Group I/II Non-Program Vehicle, the net proceeds from the sale or disposition of such Group I/II Eligible Vehicle to any Person (other than any portion of such proceeds payable by the Group I/II Lessee thereof pursuant to any Group I/II Lease).

  • Net Liquidation Proceeds With respect to any Liquidated Mortgage Loan or any other disposition of related Mortgaged Property (including REO Property) the related Liquidation Proceeds net of Advances, Servicing Advances, Servicing Fees and any other accrued and unpaid servicing fees received and retained in connection with the liquidation of such Mortgage Loan or Mortgaged Property.

  • Net Financing Proceeds means the cash proceeds received by the Partnership in connection with any borrowing or refinancing of borrowing by or on behalf of the Partnership or by or on behalf of any Property Partnership (whether or not secured), after deduction of all costs and expenses incurred by the Partnership or the Property Partnership in connection with such borrowing, and after deduction of that portion of such proceeds used to repay any other indebtedness of the Partnership or Property Partnerships, or any interest or premium thereon.

  • REO Disposition Proceeds All amounts received with respect to an REO Disposition pursuant to Section 4.16.

  • Prepayment Asset Sale means any Disposition by the Borrower or its Restricted Subsidiaries made pursuant to Section 6.07(h).

  • Liquidation Proceeds Amounts, including Insurance Proceeds, received in connection with the partial or complete liquidation of defaulted Mortgage Loans, whether through trustee's sale, foreclosure sale or otherwise or amounts received in connection with any condemnation or partial release of a Mortgaged Property and any other proceeds received in connection with an REO Property, less the sum of related unreimbursed Servicing Fees and Advances.

  • Net Condemnation Proceeds The Condemnation Proceeds received with respect to any Mortgage Loan or Serviced Companion Loan (including an REO Mortgage Loan or REO Companion Loan) net of the amount of (i) costs and expenses incurred with respect thereto and (ii) amounts required to be applied to the restoration or repair of the related Mortgaged Property; provided that, in the case of an Outside Serviced Mortgage Loan, “Net Condemnation Proceeds” under this Agreement shall be limited to any related Condemnation Proceeds that are received by the Trust Fund in connection with such Outside Serviced Mortgage Loan, pursuant to the allocations set forth in the related Co-Lender Agreement.

  • Asset Sale Proceeds means, with respect to any Asset Sale,

  • Termination Proceeds means any proceeds arising out of a sale of Receivables (or interests therein) pursuant to subsection 12.01(b) of the Agreement with respect to Series 2001-D.

  • Net Debt Proceeds means, with respect to any incurrence of Indebtedness for borrowed money, the cash proceeds (net of underwriting discounts and commissions and other reasonable costs associated therewith) received by the respective Person from the respective incurrence of such Indebtedness for borrowed money.

  • Equity Issuance Proceeds means, with respect to any Equity Issuance, all cash and cash equivalent investments received by the Borrower or any of its Subsidiaries from such Equity Issuance after payment of, or provision for, all underwriter fees and expenses, SEC and blue sky fees, printing costs, fees and expenses of accountants, lawyers and other professional advisors, brokerage commissions and other out-of-pocket fees and expenses actually incurred in connection with such Equity Issuance.

  • Net Loss Proceeds means the aggregate cash proceeds received by the Company or any of its Restricted Subsidiaries in respect of any Event of Loss, including, without limitation, insurance proceeds, condemnation awards or damages awarded by any judgment, net of:

  • Net Proceeds Amount means, with respect to any Transfer of any property by any Person, an amount equal to the difference of

  • Excluded Asset Disposition means an Asset Disposition permitted pursuant to Section 7.05 other than Asset Dispositions pursuant to Sections 7.05(vii), (xiii), and (xv).

  • Net Asset Sale Proceeds means, with respect to any Asset Sale, an amount equal to (i) cash payments (including any cash received by way of release from escrow or deferred payment pursuant to, or by monetization of, a note receivable or otherwise, but only as and when so received) received by Holdings, any Borrower or any of the Restricted Subsidiaries from such Asset Sale, minus (ii) any bona fide direct costs incurred in connection with such Asset Sale, including (a) sales, transfer, income, gains or other taxes payable (or estimated in good faith by Holdings to become payable) in connection with such Asset Sale, (b) payment of the outstanding principal amount of, premium or penalty, if any, and interest on any Indebtedness (other than the Loans, any Junior Financing, any Credit Agreement Refinancing Indebtedness or any First Lien Indebtedness) that is secured by a Lien on the Equity Interests or assets in question and that is required to be repaid under the terms thereof as a result of such Asset Sale, (c) a reasonable reserve established in accordance with GAAP against any adjustment to the sale price or any liabilities (other than any taxes deducted pursuant to clause (a) above) (x) related to any of the applicable assets and (y) retained by the Borrowers or applicable Restricted Subsidiary, including, without limitation, pension and other post-employment benefit liabilities related to environmental matters or for any indemnification payments (fixed or contingent) attributable to seller’s indemnities and representations and warranties to purchaser in respect of such Asset Sale undertaken by Holdings, any Borrower or any of the Restricted Subsidiaries in connection with such Asset Sale; provided, upon release of any such reserve, the amount released shall be considered Net Asset Sale Proceeds, (d) the out of pocket expenses, costs and fees incurred with respect to legal, investment banking, brokerage, advisor and accounting and other professional fees, sales commissions and disbursements, survey costs, title insurance premiums and related search and recording charges, in each case actually incurred in connection with such sale or disposition and payable to a Person that is not an Affiliate of Holdings, (e) in the case of any Asset Sale by a non-wholly-owned Restricted Subsidiary, the pro rata portion of the Net Asset Sale Proceeds thereof (calculated without regard to this clause (e)) attributable to minority interests and not available for distribution to or for the account of any Borrower or a wholly-owned Restricted Subsidiary as a result thereof and (f) in the case of any such cash payments received (or subsequently received) by any Foreign Subsidiary, any taxes that would be payable (or estimated in good faith by Holdings to become payable) in connection with the repatriation of such cash proceeds to any Borrower or any Guarantor Subsidiary.

  • Excess Liquidation Proceeds To the extent that such amount is not required by law to be paid to the related Mortgagor, the amount, if any, by which Liquidation Proceeds with respect to a Liquidated Mortgage Loan exceed the sum of (i) the Outstanding Principal Balance of such Mortgage Loan and accrued but unpaid interest at the related Mortgage Interest Rate through the last day of the month in which the related Liquidation Date occurs, plus (ii) related Liquidation Expenses.

  • Net Equity Proceeds means an amount equal to any Cash proceeds from a capital contribution to, or the issuance of any Equity Interests of, Holdings or any of its Subsidiaries, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses.

  • Collateral Proceeds means the Liquidation Proceeds of the Relevant Collateral or any Undeliverable Assets forming part of the Relevant Collateral (as the case may be) denominated in the Settlement Currency.

  • Redemption Proceeds means any proceeds in any applicable currency from a redemption in respect of the Charged Assets in accordance with the terms and conditions of such Charged Assets.

  • Specified Asset Sale has the meaning specified in Section 2.05(b)(vi).

  • Principal Proceeds With respect to any Collection Period or Determination Date, all amounts received by the Issuer during the related Collection Period that do not constitute Interest Proceeds and any other amounts that have been designated as Principal Proceeds pursuant to the terms of this Indenture.

  • Retained Asset Sale Proceeds means that portion of Net Proceeds of a Prepayment Event pursuant to clause (a) of such definition not required to be applied to prepay the Loans pursuant to Section 2.11(c) due to the Disposition/Debt Percentage being less than 100%.

  • Investment Proceeds means, with respect to any Determination Date, all interest and other investment earnings (net of losses and investment expenses) on funds on deposit in the Series 1996-1 Accounts, together with an amount equal to the Series 1996-1 Allocation Percentage of the interest and other investment earnings on funds held in the Collection Account credited as of such date to the Collection Account pursuant to Section 4.02 of the Agreement.

  • Restructuring Loss means the loss on a modified or restructured loan measured by the difference between (a) the principal, Accrued Interest, tax and insurance advances, third party or other fees due on a loan prior to the modification or restructuring, and