Net Worth Deficiency definition

Net Worth Deficiency is defined in Section 3.1.

Net Worth Deficiency has the meaning specified in Section 1.05(d).

Net Worth Deficiency for any period shall mean the amount by which $500,000,000 exceeds the Net Worth in respect of such period.

Examples of Net Worth Deficiency in a sentence

• Further, following any such Transfer in which a Net Worth Security LC is required to be deposited with Landlord, the Successor Guarantor shall continue to maintain with Landlord a Net Worth Security LC at all such times during the Term in which a Net Worth Deficiency continues to exist on the part of the Successor Guarantor.

• An "Indemnifiable Decrease" shall be equal to the amount of any Net Worth Deficiency that consists of a liability for which UniCapital would otherwise be entitled to indemnity under Article 12 but that has been (a) accrued or (b) actually paid (so long as it was not previously accrued on or before December 31, 1997) during the Interim Net Worth Period.

• If UniCapital and the Stockholders' Representative cannot resolve any such dispute relating to the Net Worth Deficiency, then such dispute shall be resolved by an independent nationally recognized accounting firm which is reasonably acceptable to UniCapital and the Stockholders' Representative (the "Independent Accounting Firm").

• At its sole and exclusive option, and at any time after such 25th business day (or if applicable, not later than the fifth business day after the final determination of any Disputed Amount in accordance with Section 3.2), UniCapital shall be entitled to recover from the Escrow Property pursuant to Article 4 all or any portion of the amount of the Net Worth Deficiency not paid by the Stockholders as required by this Article 3.

• Notwithstanding anything in this SECTION 2 to the contrary, if there is any Net Worth Deficiency and the Stockholders dispute any item contained on the Closing Date Balance Sheet, the Stockholders shall notify the Parent in writing of each disputed item (collectively, the "Disputed Amounts"), and specify the amount thereof in dispute within thirty (30) business days after the delivery of the Closing Date Balance Sheet.

More Definitions of Net Worth Deficiency

Net Worth Deficiency means with respect to the Target and its Subsidiaries the amount, if any, by which the Closing Net Worth of the Target and its Subsidiaries is less than three million six hundred and seventy-one thousand dollars ($3,671,000).

Net Worth Deficiency shall have the meaning set forth in Section 3.1(d) of this Agreement.

Net Worth Deficiency means that, at any time, the Consolidated Net Worth of XL Group and its Subsidiaries is less than $3,000,000,000 (or its equivalent in other currencies);

Net Worth Deficiency means the amount by which the shareholders' equity of SMI as reflected on the Closing Balance Sheet is less than $41,000,000.

Net Worth Deficiency. As defined in Section 2.01(c).

Net Worth Deficiency means that at any time, the Consolidated Net Worth of XL Group plc, a company organised and existing under the laws of the Republic of Ireland, and its subsidiaries on a consolidated basis, is less than US$3,000,000,000 (or its equivalent in other currencies). “NYUCC” means the Uniform Commercial Code from time to time in effect in the State of New York. “Person” means any individual, corporation, partnership, joint venture, foundation, association, joint-stock company, trust, unincorporated organization, government or any political subdivision thereof or any agency or instrumentality of any thereof. "Resignation Letter" means a letter substantially in the form set out in Schedule 4 (Form of Resignation Letter); “Securities Intermediary” means a Person that (a) is a “securities intermediary” as defined in Section 8-102(a)(14) of the NYUCC and (b) in respect of any U.S. Government Obligations, is also a “securities intermediary” as defined in 31 C.F.R. 357.2. “Secured Obligations” has the meaning specified therefor in Section 3 hereof. “Security Control” means “control” as defined in Section 8-106 of the NYUCC. “Security Entitlement” means (a) security entitlement” as defined in Section 8-102(a)(17) of the NYUCC (except in respect of a U.S. Government Obligation); and (b) in respect of any U.S. Government Obligation, a “security entitlement” as defined in 31 C.F.R. 357.2 which, to the extent required or permitted by the Federal Book-Entry Regulations, is also a “security entitlement” as defined in Section 8-102(a)(17) of the NYUCC. “STRIPS” has the meaning thereof set forth in Section 357.2 of the Federal Book-Entry Regulations. “U.S. Government Obligations” means all of the United States Treasury securities (including STRIPS) maintained in the commercial book-entry system entitled Treasury/Reserve Automated Debt Entry System (“TRADES”) pursuant to the Federal Book-Entry Regulations or pursuant to a successor system. “Voting Interests” of any Person means shares of capital stock issued by a corporation, or equivalent equity interests in any other Person, the holders of which are ordinarily, in the absence of contingencies, entitled to vote for the election of directors (or persons performing similar functions) of such Person, even if the right so to vote has been suspended by the happening of such a contingency.

Net Worth Deficiency means the amount, if any, by which Final Net Worth is less than $19,300,000 plus, without duplication, the amount, if any, by which the cash and cash equivalents held by the Company at the Effective Time are less than $2,000,000.