Nonqualifying Income definition

Nonqualifying Income means any amount that is treated as gross income for purposes of Section 856 of the Code and which is not Qualifying Income.

Nonqualifying Income means income not described in Section 856(c)(2) of the Code, or any successor provision.

Nonqualifying Income. As defined in Section 7.4.3.

Examples of Nonqualifying Income in a sentence

• In the event that counsel or independent accountants for FCPT determine that there exists a material risk that any indemnification payments due under this Agreement would be treated as Nonqualifying Income upon the payment of such amounts to FCPT, the payments under this Agreement shall be made pursuant to Section 7.8(f) of the Separation and Distribution Agreement.

• Notwithstanding anything to the contrary in this Agreement, the amount of any indemnification payments due under this Agreement to a Protected REIT shall not exceed an amount equal to the maximum amount that can be paid to the Indemnitee in such year without causing the Protected REIT to fail to meet the REIT Requirements for any tax year, determined as if such indemnification payment was Nonqualifying Income as determined by the REIT tax counsel or independent accountants to the Protected REIT.

• In no event will the General Partner or SHC LP be entitled to an aggregate allocation of non-qualifying gross income within the meaning of Section 856(c)(2) or (3) of the Code (“Non-qualifying Income”), in any Fiscal year that, together with other Non-qualifying Income of Strategic Hotel Funding, L.L.C. with respect to such Fiscal Year would cause Strategic REIT’s aggregate Non-Qualifying Income with respect to such Fiscal Year to exceed 5% of Strategic REIT’s total gross income for such Fiscal Year.

More Definitions of Nonqualifying Income

Nonqualifying Income shall have the meaning set forth in Section 5.9(i).

Nonqualifying Income. As defined in Section 19(l)(i).

Nonqualifying Income means any amount that is treated as gross income for purposes of Section 856 of the Code and which is not “Qualifying Income.” For the purposes of this definition, “Qualifying Income” shall mean gross income that is described in Section 856(c)(2) or 856(c)(3) of the Code.

Nonqualifying Income means any amount that is treated as gross income for purposes of Section 856 of the Code and which is not Qualifying

Nonqualifying Income shall have the meaning specified in the Separation and Distribution Agreement.

Nonqualifying Income means gross income that does not constitute income described in Sections 856(c)(2) or 856(c)(3) of the Code.

Nonqualifying Income means any amount that is treated as gross income for purposes of Section 856 of the Code and which is not qualifying income that is described in Section 856(c)(3) of the Code. “Omnibus Agreement” means the Omnibus Agreement dated as of the date hereof by and among Warrant Holder, the Company and Prosper Funding. “OFAC” has the meaning set forth in Section 7.1(o)(iii). “Permit” means any, in each case material, permit, approval, consent, authorization, license, variance, or permission required by a Governmental Entity. “Person” means all natural persons, corporations, limited partnerships, general partnerships, joint stock companies, limited liability companies, joint ventures, associations, companies, trusts, banks, trust companies, land trusts, business trusts or other organizations, whether or not legal entities, and federal and state governments and agencies or regulatory authorities and political subdivisions thereof, or any other entity. “Pre-Closing Purchase Credit Amount” means an amount equal to $[***]. “Pre-Closing Purchase Credit Series F Warrant Shares” has the meaning set forth in Section 9.1. “Proposed Additional Warrant Exercisability Closing Statement” has the meaning set forth in Section 9.5(a). “Proposed End-Of-Term Closing Statement” has the meaning set forth in Section 9.5(a). “Proposed Monthly Closing Statement” has the meaning set forth in Section 9.5(a). “Prosper Funding” has the meaning set forth in the recitals to this Agreement. “Purchaser” has the meaning set forth in the recitals to this Agreement. [***] [***] [***] “Reorganization” has the meaning set forth in Section 4.1(c). “Related Party” means (a) any of the Company’s or any of its Subsidiaries’ current directors, “C-level” employees or the persons set forth on Annex D hereto (each such director, employee or person, a “Key Employee”), (b) any stockholders of the Company holding 5% or more of the outstanding equity securities of the Company on a fully diluted basis, or (c) any members of the immediate family of any of the Persons set forth in clause (a). “SEC” means the U.S. Securities and Exchange Commission. “Securities Act” means the Securities Act of 1933, as amended. [***] “Series F Preferred Stock” has the meaning set forth in the recitals to this Agreement. 6