Notified Leakage Amount definition

Notified Leakage Amount means any Leakage that has occurred between the Locked Box Date and the date on which the Leakage Amount is notified to the Purchaser pursuant to Clause 7.2.1(iv) and which is deducted for the purposes of calculating the Consideration pursuant to Clause 3.1.5;
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Notified Leakage Amount has the meaning given in Clause 4.8;
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Notified Leakage Amount means any Leakage that has occurred between the Locked Box Date and the date on which the Leakage Amount is notified to the Purchaser pursuant to Clause 7.2.1(iv) and which is deducted for the purposes of calculating the Consideration pursuant to Clause 3.1.5; “O&M Agreements” means the operation and maintenance agreements entered into between each of the Project Companies and XxxX Xxxxxxxxxx, together with the associated guarantees and direct agreements, in each case as contained in the Data Room; “Other Receivables” means any receivables owed by the Company to any member of the Seller’s Group (other than to any other Group Company) as set out in the Audited Accounts (other than pursuant to the Loan Note); “Other Receivables Payment Amount” means the amount in sterling required to settle the balance outstanding on the Other Receivables to the relevant member(s) of the Seller’s Group in full on the Completion Date; “Payment Schedule” has the meaning given to it in Clause 7.2.1; “PPAs” means the power purchase agreements relating to the Projects contained in the Data Room; 7 “Press Announcements” means the press announcements relating to the Transaction in the Agreed Form; “Proceedings” means any proceeding, suit or action arising out of, or in connection with, this Agreement or its subject matter (including its validity, formation at issue, effect, interpretation, performance or termination) or any transaction contemplated by this Agreement; “Project Companies” means the companies listed in Part D of Schedule 1 (Group Details) and “Project Company” means any one of them; “Project Documents” has the meaning given to it in the Common Terms Agreement; “Projects” means the photovoltaic projects owned by the Project Companies; “Properties” means the properties, specified in Schedule 7; “Purchaser’s Disagreement Notice” has the meaning given to it in Clause 9.2.1; “Purchaser’s Group” means Beaufort Investments, S.à x.x., Vortex Solar Investments S.à x.x., Vortex Solar UK4 Limited, Vortex Solar UK3 Limited, Vortex Solar UK2 Limited and the Purchaser (including, with effect from Completion only, each Group Company), but shall exclude any third party investor in any member of the Purchaser’s Group; “Purchase Price Escrow Account” means the purchase price escrow account to be established in accordance with the Purchase Price Escrow Agreement; “Purchase Price Escrow Agreement” has the meaning given to it in Clause 4.1.2; “Purchase Price Escrow Amount” means £170,955,...
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Examples of Notified Leakage Amount in a sentence

  • To the extent that any Leakage is included in the Notified Leakage Amount, the Seller’s liability under Clauses 8.1 and 8.2 in relation to such Leakage shall be fully and finally discharged.

  • Subject to Completion, the Seller warrants to the Purchaser that there has been no Leakage between the Locked Box Date and the date of this Agreement and undertakes to the Purchaser that there will be no Leakage between the date of this Agreement and the Completion Date (in each case other than the Notified Leakage Amount), provided that the Seller shall have no liability to the Purchaser under this Clause 8 if Completion does not occur.

  • A sample calculation of the Purchase Price, which assumes for exemplary purposes only that (i) the Notified Leakage Amount will be zero, and (ii) the Closing Date is April 5, 2018 is set out in Schedule 3.1(a).

  • Any voluntary prepayments of the Term Loans pursuant to subsection 2.4B(i) shall be applied to reduce the scheduled installments of principal of the Term Loans set forth in subsection 2.4A on a pro rata basis (in accordance with the respective outstanding principal amounts thereof) to each scheduled installment of principal of the Term Loans set forth in subsection 2.4A that is unpaid at the time of such prepayment.

  • The Sellers hereby inform the Purchaser and the Substitute Purchaser that the Sellers’ good faith estimate of the Notified Leakage Amount, after due inquiry with the directors of the Company, is EUR zero (0).

  • During the period from the Signing Date until the Closing, each of the Sellers shall procure that no Leakage, other than Permitted Leakage, occurs; provided, however, that any Notified Leakage Amount shall not constitute a Breach of this Section 9.3. Such undertaking is given by each Seller as an individual debtor (Einzelschuldner).

  • The sum of (i) the Base Purchase Price plus (ii) the Additional Consideration plus (iii) the Pre-Closing Collected Outstanding Receivables minus (iv) the Notified Leakage Amount shall be the “Total Purchase Price”).

Related to Notified Leakage Amount

  • Breakage Amount has the meaning set forth in Section 3.06 of the Series 2019-1 Class A-1 Note Purchase Agreement.

  • Interest Coverage Amount The amount to be paid by the Depositor to the Trustee for deposit into the Interest Coverage Account on the Closing Date pursuant to Section 4.08, which amount is $____________.

  • Specified Amount of a Component Currency shall mean the number of units of such Component Currency or fractions thereof which were represented in the relevant currency unit on the Conversion Date. If after the Conversion Date the official unit of any Component Currency is altered by way of combination or subdivision, the Specified Amount of such Component Currency shall be divided or multiplied in the same proportion. If after the Conversion Date two or more Component Currencies are consolidated into a single currency, the respective Specified Amounts of such Component Currencies shall be replaced by an amount in such single currency equal to the sum of the respective Specified Amounts of such consolidated Component Currencies expressed in such single currency, and such amount shall thereafter be a Specified Amount and such single currency shall thereafter be a Component Currency. If after the Conversion Date any Component Currency shall be divided into two or more currencies, the Specified Amount of such Component Currency shall be replaced by amounts of such two or more currencies, having an aggregate Dollar Equivalent value at the Market Exchange Rate on the date of such replacement equal to the Dollar Equivalent of the Specified Amount of such former Component Currency at the Market Exchange Rate immediately before such division, and such amounts shall thereafter be Specified Amounts and such currencies shall thereafter be Component Currencies. If, after the Conversion Date of the relevant currency unit, a Conversion Event (other than any event referred to above in this definition of “Specified Amount”) occurs with respect to any Component Currency of such currency unit and is continuing on the applicable Valuation Date, the Specified Amount of such Component Currency shall, for purposes of calculating the Dollar Equivalent of the Currency Unit, be converted into Dollars at the Market Exchange Rate in effect on the Conversion Date of such Component Currency.

  • Specified Liabilities means Claims (as defined in the Indemnification Agreement).

  • Party A Final Exchange Amount An amount in Dollars equal to the principal amount outstanding of the Relevant Notes on the Final Exchange Date (before taking into account any redemption on such day).

  • Indemnified Amount has the meaning set forth in Section 8.01.

  • 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;

  • Prepayment Shift Percentage Not applicable.

  • Hedge Breakage Costs means, with respect to each Hedge Counterparty upon the early termination of any Hedge Transaction with such Hedge Counterparty, the net amount, if any, payable by the Borrower to such Hedge Counterparty for the early termination of that Hedge Transaction or any portion thereof.

  • Valuation Amount means, in respect of each Vessel, the value thereof as most recently determined under clause 8.2.2; and

  • Available Excluded Contribution Amount means the aggregate amount of Cash or Cash Equivalents or the fair market value of other assets (as reasonably determined by the Borrower, but excluding any Cure Amount and any Contribution Indebtedness Amount) received (or deemed to be received) by the Borrower or any of its Restricted Subsidiaries after the Closing Date from:

  • Specified Dollar Amount means the maximum cash amount per $1,000 principal amount of Notes to be received upon conversion as specified in the Settlement Notice (or deemed specified as provided in Section 14.02(a)(iii)) related to any converted Notes.

  • default value means a value derived from a typical value by the application of pre-determined factors and that may, in circumstances specified in this Directive, be used in place of an actual value;’;

  • Party A Interim Exchange Amount In respect of each Interim Exchange Date, an amount in Dollars equal to the principal amount of the Relevant Notes redeemed on such Interim Exchange Date.

  • Party A Currency Amount In respect of each Party A Calculation Period, an amount in Dollars equal to the principal amount outstanding of the Relevant Notes on the first day of such Calculation Period (after taking into account any redemption on such day).

  • Swap Receipt Amount Swap Termination Payment"

  • Auction Amount has the meaning assigned to such term in the definition of “Dutch Auction”.

  • Applicable Monthly Payment For any Mortgage Loan (including an Outside Serviced Mortgage Loan) with respect to any month (including any such Mortgage Loan as to which the related Mortgaged Property has become an REO Property), the Monthly Payment; provided, however, that for purposes of calculating the amount of any P&I Advance required to be made by the Master Servicer or the Trustee, notwithstanding the amount of such Applicable Monthly Payment, interest shall be calculated at the Mortgage Rate less the Servicing Fee Rate and, if applicable, shall be exclusive of Excess Interest; and provided, further, that for purposes of determining the amount of any P&I Advance, the Monthly Payment shall be as reduced pursuant to any modification of a Mortgage Loan pursuant to Section 3.24 of this Agreement or pursuant to the applicable Outside Servicing Agreement, or pursuant to any bankruptcy, insolvency, or other similar proceeding involving the related Mortgagor.

  • Indemnified Liabilities has the meaning specified in Section 10.05.

  • Excess Available Funds Percentage means, with respect to any Transfer Date, the amount, if any, by which the Portfolio Yield for the preceding Monthly Period exceeds the Base Rate for such Monthly Period.

  • Special Hazard Loss Coverage Amount With respect to the first Distribution Date, $5,000,000. With respect to any Distribution Date after the first Distribution Date, the lesser of (a) the greatest of (i) 1% of the aggregate of the principal balances of the Mortgage Loans, (ii) twice the principal balance of the largest Mortgage Loan and (iii) the aggregate of the principal balances of all Mortgage Loans secured by Mortgaged Properties located in the single California postal zip code area having the highest aggregate principal balance of any such zip code area and (b) the Special Hazard Loss Coverage Amount as of the Closing Date less the amount, if any, of Special Hazard Losses allocated to the Certificates since the Closing Date. All principal balances for the purpose of this definition will be calculated as of the first day of the calendar month preceding the month of such Distribution Date after giving effect to Scheduled Payments on the Mortgage Loans then due, whether or not paid.

  • Excluded Amount means, as of any date of determination, with respect to any Asset: (a) any amount that is attributable to the reimbursement of payment by the applicable Borrower of any tax, fee or other charge imposed by any Governmental Authority on such Asset, (b) any interest or fees (including origination, agency, structuring, management or other up-front fees) that are for the account of the applicable Person from whom the applicable Borrower purchased such Asset, (c) any reimbursement of insurance premiums relating to such Asset, (d) any escrows relating to taxes, insurance and other amounts in connection with such Asset which are held in an escrow account for the benefit of the applicable Borrower pursuant to escrow arrangements under the Investment Documents and (e) any amount deposited into the Asset Account in error.

  • Index Related Payment Date means, in relation to any Indexand an IndexDetermination Date, any payment date under the Preference Shares for which the amount payable is calculated by reference to the Indexas determined on such IndexDetermination Date;

  • Prepayment Interest Excess Amount With respect to any Principal Prepayment in full which is applied to the related Mortgage Loan from the first day of the month of any Remittance Date through the sixteenth day of the month of such Remittance Date, all amounts paid in respect of interest on such Principal Prepayment in full. A Prepayment Interest Excess Amount cannot result from a Principal Prepayment in part, but only from a Principal Prepayment in full.

  • Required Daily Deposit Target Finance Charge Amount means, for any day in a Due Period, an amount equal to the Class A Tranche Interest Allocation for the related Distribution Date; provided, however, that for purposes of determining the Required Daily Deposit Target Finance Charge Amount on any day on which the Class A Tranche Interest Allocation cannot be determined because the LIBOR Determination Date for the applicable Interest Accrual Period has not yet occurred, the Required Daily Deposit Target Finance Charge Amount shall be the Class A Tranche Interest Allocation determined based on a pro forma calculation made on the assumption that LIBOR will be LIBOR for the applicable period determined on the first day of such calendar month, multiplied by 1.25.

  • Principal Prepayment Amount For any Distribution Date and for any Loan Group, the sum with respect to the Mortgage Loans in such Loan Group of (i) Curtailments received during the Prior Period from such Mortgage Loans and (ii) Payoffs received during the Payoff Period from such Mortgage Loans.