NMTC Recapture Event means any recapture event (within the meaning of the NMTC Program) resulting in all or any portion of any NMTC Excluded Debt becoming due and payable by the Borrower and/or any Subsidiary.
NMTC Recapture Event means a recapture or disallowance of any Tax Credits attributable to the QEIs made by the Fund in the Sub-CDE to the extent that is caused by or results from, in whole or in part, (a) any failure of the Borrower to satisfy the requirements for being and continuing to be a qualified active low income business under Section 45D(d)(2) of the Code and Treasury Regulation 1.45D-1(d)(4), unless such failure is a result of the change in the Code or Treasury Regulations with which the Borrower is unable to comply without unreasonable effort or expense, (b) prepayment of any principal on the Project Loan caused by a breach by Borrower under the Project Loan Documents, whether voluntarily, involuntarily, through foreclosure or other exercise of remedies by the Sub-CDE or otherwise, (c) the failure of any of Borrower’s tenants or subtenants under any lease or sublease, if any, to comply with the requirements for lessees under Section 1.45D-1(d)(5)(ii) of the Treasury Regulations, (d) failure of the Borrower to meet the non-qualified financial property test under Section 1.45D-1(d)(4)(i)(E) of the Treasury Regulations, (e) any other recapture or disallowance of Tax Credits arising from the fraud, gross negligence, willful misconduct, malfeasance, misrepresentation, or violation of law of the Borrower or its Affiliates or any breach of any provision of the Transaction Documents that the Borrower or any Guarantor is a party to by the Borrower or its Affiliates or any breach by the Borrower or its Affiliates of any of the representations or warranties of the Borrower in the Transaction Documents that the Borrower or any Guarantor is a party to, or (f) any other act by or failure to act when action is required by or within the control of any of the Guarantors or any of their Affiliates.
NMTC Recapture Event means a recapture or disallowance of any New Markets Tax Credits attributable to the QEI made by the Borrower in the CDE.
Examples of NMTC Recapture Event in a sentence
Notwithstanding Section 2 hereof, Indemnitors shall have no liability to JPMC with respect to a Specified NMTC Recapture Event in the event that such Specified NMTC Recapture Event occurred solely from fraud, material misrepresentation, gross negligence, or willful misconduct of Investor or Fund.
The Investment Fund Put option requires the City to purchase all of USB Fund’s Interest upon the occurrence of put availability event: 1) the first day following the end of the tax credit investment period on July 13, 2019, the seventh anniversary of the issue of NMCC and LCD loans or 2) a NMTC Recapture Event.
Said salary shall be set forth in Schedule No. 1 which is attached hereto and it is acknowledged that all the terms and provisions of Schedule No. 1 are incorporated herein by reference.
Subject to the provisions of this Section, in the event any Specified NMTC Recapture Event shall occur, the Indemnitors, jointly and severally, shall be obligated to pay the NMTC Recapture Amount to JPMC within twenty (20) calendar days of receipt of Notice (as defined below) provided by JPMC of such Specified NMTC Recapture Event.
More Definitions of NMTC Recapture Event
NMTC Recapture Event means those events or conditions that cause or result in a disallowance or recapture of the Tax Credits under Section 45D(g) of the Code and the NMTC Regulations.
NMTC Recapture Event means a recapture or disallowance of any New Markets Tax Credits attributable to the QEIs, the proceeds of which were or will be used to fund the QLICIs or related fees; but only to the extent such recapture or disallowance is the direct or indirect result of any of the following: (a) the Borrower not being or ceasing to be a QALICB; (b) the redemption by either of the NMCC CDE and/or OFNA CDE (within the meaning of Treas. Reg. Section 1.45D-1(e)(3)(iii)) of any portion of the Equity Investment in either CDE caused directly or indirectly by Borrower’s violation of the CDE Loan Documents; (c) the failure of any tenant or subtenant of the Project to be classified as a Qualified Business; (d) the failure of either the NMCC CDE and/or the OFNA CDE to maintain substantially all of the Equity Investment invested in QLICIs attributable to a prepayment (whether voluntary or involuntary or as a result of acceleration, foreclosure or otherwise, of the QLICI Loan by the Borrower in violation of the CDE Loan Documents; (e) any Guarantor’s (or any of its affiliates’) gross negligence, fraud, willful misconduct, malfeasance, material violation of any law; (f) any other act or omission by or within the control of any Guarantor; (g) any violation of the anti-abuse provisions of Section 1.45D-1(g)(1) of the Treasury Regulations; (h) any use by the QALICB and/or City of the proceeds of the QLICIs, including, but not limited to, the ultimate use of the proceeds of the QLICIs, to make a loan to the Investment Fund; (i) any use by the Borrower and/or City of the proceeds of the QLICIs, including, but not limited to, the ultimate use of the proceeds of the QLICIs, to reimburse the City for costs spent in development of the Project.
NMTC Recapture Event means recapture or disallowance of any New Markets Tax Credits attributable to the QEI made by the Investment Fund in Lender (which are expected to be thirty-nine percent (39%) of $15,000,000, or $5,850,000), the proceeds of which were or will be used to fund a QLICI or related fees, but only to the extent such recapture or disallowance is attributable to any of the following:(a) Borrower ceasing or initially failing to be a QALICB; (b) the redemption by Lender (within the meaning of Section 1.45D- 1(e)(2)(iii) of the Treasury Regulations) of any portion of the Investment Fund’s QEI in Lender; (c) changes in the Code or the NMTC Requirements that cause USB Fund, as the sole member of the Investment Fund, or the successors and assigns of the Investment Fund, to receive less than the amount of New Markets Tax Credits it would have otherwise been eligible to receive; (d) the failure of any tenant under any sublease to be classified as a Tenant Qualified Business, (e) the failure of Lender to maintain substantially all of the QEI invested in a QLICI attributable to a prepayment of the Loan by Xxxxxxxx in violation of this Agreement; and (f) the Loan ceasing or failing to qualify as QLICI.
NMTC Recapture Event has the meaning set forth in Section 6.30.2.
NMTC Recapture Event means recapture or disallowance of any New Markets Tax Credits attributable to the QEI made by the Fund in Lender, but only to the extent such recapture or disallowance is attributable to any of the following: (a) Borrower ceasing to be a QALICB; (b) the redemption (within the meaning of Treas. Reg. Section 1.45D-l(e)(3)(iii)) of any portion of the QEI made by the Fund in Lender; (c) a failure to satisfy the substantially-all requirement (within the meaning of Treas. Reg. Section 1.45D-l(c)(l)(ii), (5)) with respect to the QEI made by the Fund in Lender; and (d) the failure of any tenant under any lease to be classified as a Tenant Qualified Business.
NMTC Recapture Event means any event or condition arising as a result of the action or inaction of Borrower or its affiliates that would cause or result in a recapture or disallowance of all or any portion of the New Markets Tax Credits expected to be claimed by the Investor (on account of Investor’s indirect ownership of Lender) pursuant to Section 45D of the Code or the Treasury Regulations and Guidance thereunder.
NMTC Recapture Event means recapture or disallowance of any New Markets Tax Credits or KY NMTCs attributable to the Federal/State QEI made by Investment Fund I in Lender (including, without limitation, the portion thereof funded with the State QLICI Loans), the proceeds of which were or will be used to fund the Loans or related fees, but only to the extent such recapture or disallowance is attributable to any of the following: (a) Borrower ceasing or initially failing to be a QALICB; (b) any prepayment of any Loan by Borrower in violation of the Loan Documents; (c) the failure of Lender to maintain substantially all of the Federal/State QEI invested in QLICIs attributable to a prepayment (whether voluntary or involuntary or as a result of acceleration, foreclosure or otherwise) of any Loan by Borrower in violation of the Loan Documents; (d) the failure of any Loan to constitute a QLICI at any time by reason of a violation by Borrower of any representations, warranties or covenants in the Loan Documents; (e) any event or circumstance that is the subject of a representation or warranty of Borrower herein; (f) the failure of any Tenant under any lease or sublease to conduct a Tenant Qualified Business; (g) any breach of this Agreement or any other Loan Documents by Borrower or Guarantor, or any willful misconduct, gross negligence or fraud by the Borrower or the Leverage Lender or by any of their Affiliates, or any other act or omission by or within the control of Borrower or the Leverage Lender or any of their Affiliates that, directly or indirectly, causes such a recapture or disallowance of New Markets Tax Credits or KY NMTCs relating to the State QEI or Federal/State QEI; and (h) any NMTC Recapture Event (as such term is defined in the NMTC Guaranty).