Payment Cap Measurement Date definition

Payment Cap Measurement Date means the earlier of: (A) the last day of the Performance Period; and (B) the date of any Change in Control occurring during the Performance Period.
Sample 1Sample 2
Payment Cap Measurement Date means the earlier of: (A) the Vesting Date and (B) in the event of a Change in Control occurring prior to the Vesting Date in which a Replacement Award is not provided, the CIC Measurement Date. (iii) “Aggregate Value” for the Payment Cap Measurement Date means a dollar amount (rounded to the nearest whole dollar) equal to the product of (A) the number of PSUs earned under this Agreement, multiplied by (B) the Fair Market Value per share of Common Stock on such Payment Cap Measurement Date. (iv) “Aggregate Value Cap” for the Payment Cap Measurement Date means a dollar amount (rounded to the nearest whole dollar) equal to the product of (A) 100% of the PSUs granted pursuant to this Agreement, multiplied by (B) the Payment Cap Price. (v) “Excess Number of PSUs” for the Payment Cap Measurement Date means a number of PSUs equal to the number determined by first calculating the positive difference, if any, between (A) the Aggregate Value minus (B) the Aggregate Value Cap, and then dividing any such resulting positive dollar amount by the Fair Market Value per share of Common Stock on the Payment Cap Measurement Date (rounding up to the nearest whole PSU).
Sample 1Sample 2
Payment Cap Measurement Date means the earliest of: (A) the First Vesting Date; (B) the date of any Change in Control occurring during the Performance Period; (C) the date of Vesting under Section 4(a)(i) (i.e., death or permanent disability during the Performance Period); and (D) the date of Vesting under Section 4(b)(i)(B) (i.e., involuntary termination without Cause during the Performance Period and not within two years after a Change in Control); provided, however, that if Vesting under Section 4(b)(iii) is applicable, then the Payment Cap Measurement Date shall instead be considered (X) the date of the applicable Change in Control (if such Change in Control occurs during the Performance Period), or (Y) the First Vesting Date (if such Change in Control occurs after the Performance Period).
Sample 1

Examples of Payment Cap Measurement Date in a sentence

  • Importantly, notwithstanding any other provision of the Agreement, if the Market Value per Share exceeds $60.00 on the Payment Cap Measurement Date, then a portion of the PRSUs earned under this Agreement equal to the Excess Number of PRSUs (plus their related dividend equivalents) shall be permanently forfeited and cease to be earned or payable.

Related to Payment Cap Measurement Date

  • Measurement Date has the meaning set forth in Section 3.3(a).

  • Applicable Measurement Period means the most recently completed four consecutive fiscal quarters of the Issuer immediately preceding the Applicable Calculation Date for which internal financial statements are available.

  • Measurement Period shall have the meaning specified in Section 14.01(b)(i).

  • Recalculation Date means the Valuation Date that gives rise to the dispute under Paragraph 5; provided, however, that if a subsequent Valuation Date occurs under Paragraph 3 prior to the resolution of the dispute, then the “Recalculation Date” means the most recent Valuation Date under Paragraph 3.

  • Excess Cash Flow Payment Date means the date occurring 90 days after the last day of a fiscal year of the Parent (commencing with its fiscal year ending December 31, 2000).

  • Performance Measurement Period has the meaning set forth in Section 3.1(e)(ii).

  • Quarterly Average Excess Availability means, at any time, the daily average of the Excess Availability for the immediately preceding fiscal quarter as calculated by Agent in good faith.

  • Average Monthly Limit means the maximum allowable "Average Monthly Concentration" as defined in Section 22a-430-3(a) of the RCSA when expressed as a concentration (e.g. mg/l); otherwise, it means "Average Monthly Discharge Limitation" as defined in Section 22a-430-3(a) of the RCSA.

  • FX Calculation Date means each day on which FX is published by the Fixing Sponsor. "FX Call Event" means each of the following events:

  • Volume Weighted Average Price means, for any security as of any date, the daily dollar volume-weighted average price for such security on the Primary Market as reported by Bloomberg through its “Historical Prices – Px Table with Average Daily Volume” functions, or, if no dollar volume-weighted average price is reported for such security by Bloomberg, the average of the highest closing bid price and the lowest closing ask price of any of the market makers for such security as reported in the "pink sheets" by Pink Sheets LLC.

  • Minimum Weighted Average Coupon Test means a test that will be satisfied on any Measurement Date if the Weighted Average Coupon equals or exceeds 7.0%.

  • LCA Test Date has the meaning specified in Section 1.03(e).

  • Testing Date means each day which is: (i) the last day of the relevant Issuer's and the Guarantor's financial year in any year; or (ii) the last day of each of the first three quarters of the relevant Issuer's and the Guarantor's financial year in any year.

  • Quarterly Valuation Date means the last Business Day of each February, May, August and November of each year commencing on the first such date next following the Date of Original Issue of a series of MTP , except with respect to delivery of Accountant’s Confirmation in which case “Quarterly Valuation Date” shall mean the last Business Day of such of the last Business Days of February, May, August and November in each year as is selected by S&P.

  • Weighted Average Adjusted Net Mortgage Rate For any Distribution Date and Loan Group, the average of the Adjusted Net Mortgage Rate of each Mortgage Loan in that Loan Group, weighted on the basis of its Stated Principal Balance as of the Due Date in the prior month (after giving effect to Principal Prepayments in the Prepayment Period related to such prior Due Date).

  • Calculation Date means each day on which the Reference Price is published by the Index Sponsor or the Index Calculation Agent, as the case may be.

  • Trigger Event Date means a date on which a Trigger Event has occurred as determined by the Calculation Agent.

  • Monthly Average Subscriber Level means the average number of Subscribers of the Licensee in a particular month, as set forth in the applicable month’s Subscriber Report (refer Schedule D).

  • Minimum Weighted Average Spread Test means a test that will be satisfied on any date of determination if the Weighted Average Spread of all Eligible Collateral Obligations included in the Collateral on such date is equal to or greater than 5.00%.

  • Monthly Settlement Date means the 25th day of each calendar month (or if such day is not a Business Day, the next occurring Business Day).

  • Excess Cash Payment Date means the date occurring 95 days after the last day of each Fiscal Year of Holdings (commencing with the Fiscal Year of Holdings ended December 31, 2010).

  • Make-Whole Amount means, with respect to any Note, an amount equal to the excess, if any, of the Discounted Value of the Remaining Scheduled Payments with respect to the Called Principal of such Note over the amount of such Called Principal, provided that the Make-Whole Amount may in no event be less than zero. For the purposes of determining the Make-Whole Amount, the following terms have the following meanings:

  • Average monthly discharge limitation means the highest allowable average of "daily discharges" over a calendar month, calculated as the sum of all "daily discharges" measured during a calendar month divided by the number of "daily discharges" measured during that month. Compliance with fecal coliform bacteria or E coli bacteria limitations shall be determined using the geometric mean.

  • Three-Month Secondary CD Rate means, for any day, the secondary market rate for three-month certificates of deposit reported as being in effect on such day (or, if such day is not a Business Day, the next preceding Business Day) by the Board through the public information telephone line of the Federal Reserve Bank of New York (which rate will, under the current practices of the Board, be published in Federal Reserve Statistical Release H.15(519) during the week following such day) or, if such rate is not so reported on such day or such next preceding Business Day, the average of the secondary market quotations for three-month certificates of deposit of major money center banks in New York City received at approximately 10:00 a.m., New York City time, on such day (or, if such day is not a Business Day, on the next preceding Business Day) by the Administrative Agent from three negotiable certificate of deposit dealers of recognized standing selected by it.

  • Total Monthly Excess Spread As to any Distribution Date, an amount equal to the excess if any, of (i) the interest on the Mortgage Loans received by the Servicer on or prior to the related Determination Date or advanced by the Servicer for the related Remittance Date (net of Expense Fees) over (ii) the sum of the amounts payable to the Certificates pursuant to Section 4.02(a)(i) on such Distribution Date.

  • VWAP Minimum Price Threshold means, with respect to any particular VWAP Purchase Notice, the Sale Price on the VWAP Purchase Date equal to the greater of (i) 80% of the Closing Sale Price on the Business Day immediately preceding the VWAP Purchase Date or (ii) such higher price as set forth by the Company in the VWAP Purchase Notice.