Pro Forma NOI definition

Pro Forma NOI means, on any date of determination, (i) the aggregate income, revenues, reimbursements and receipts of any kind whatsoever reasonably expected to be generated from Designated Leases within the immediately following twelve (12) months, less, without duplication, (ii) the aggregate appraised “As-Stabilized” expenses allocable to the space covered by such Designated Lease, as set forth in the then current Appraisal of the Property and each Other Property, as reasonably determined by Lender.
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Pro Forma NOI means the pro forma net operating income of the Unit determined by calculating (a) the aggregate annual rents and other payments payable under the Existing Leases and the Approved New Leases, if any, as set forth on Schedule 1(c) attached hereto, and by subtracting therefrom (b) the pro forma operating expenses for the Interim Period as set forth in the budget attached hereto as Schedule 1(d).
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Pro Forma NOI means, as of any date of determination, (a) an annualized pro forma amount of scheduled income (rental and reimbursement) under Leases of either (i) any portion of the Project, including all three Phases, or (ii) only Phase I and Phase II of the Project, if Borrower has previously elected not to construct the Phase III Retail Unit in accordance with Section 2.8 below as of such date of determination and the Tenants under which are projected to take occupancy and commence paying rent under such Leases at any time prior to the First Extended Maturity Date, annualizing the amount of such scheduled income for any Tenant not in occupancy and paying rent as of the first day of the First Extension Option period, provided however, if any such Tenant (or the direct or indirect holder of a majority of the ownership interests in such Tenant) is in bankruptcy as of such date of determination then such revenues shall be excluded from revenues for purposes of this clause (a), minus (b) all Pro Forma Operating Expenses. Notwithstanding the foregoing, solely for purposes of the initial determination of the Maximum Loan Amount as of the Second Amendment Effective Date, instead of using such definition of Pro Forma NOI in calculating Pro Forma DSCR in such instance, the parties agree to use the projected NOI of the Project at Stabilization contained in the Appraisal of the Project ordered immediately prior to the Second Amendment Effective Date and approved by the Administrative Agent.
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Examples of Pro Forma NOI in a sentence

  • Conversely, if a Contractual Right Lease Event occurs during the Interim Period and such Contractual Right Lease Event results in an Adjusted NOI which is less than the Pro Forma NOI (a "Negative NOI Adjustment"), then the Negative NOI Adjustment shall be borne by Seller from and after the occurrence of the Contractual Right Lease Event up to and including the Apportionment Date and shall be borne by Purchaser from and after the Closing Date.

  • If the Contractual Right Lease Event results in an Adjusted NOI which exceeds the Pro Forma NOI (a "Positive NOI Adjustment"), then the Positive NOI Adjustment shall inure to the benefit of Seller from and after the occurrence of the Contractual Right Lease Event up to and including the Apportionment Date.


More Definitions of Pro Forma NOI

Pro Forma NOI means aggregate projected Net Operating Income to be generated by the Property as of the specified date of determination for the twelve (12) consecutive month period commencing on the specified date of determination; provided that for purposes of determining Pro Forma NOI, Operating Revenues shall include revenues only from In-Place Leases, and Operating Expenses shall be calculated by utilizing a ratable annualization of 102.5% of the actual Operating Expenses incurred during the twelve (12) month period immediately preceding the specified date of determination and shall be further adjusted by Lender to reasonably reflect increased Operating Expenses due to increased tenancy. Pro Forma NOI shall be determined by Lender in the exercise of its reasonable judgment and Lender’s determination of Pro Forma NOI, absent manifest error, shall be deemed conclusive.
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Pro Forma NOI means, as of any date, (a) all projected revenues to be derived during the twelve (12) months immediately following the then-current projected date of Stabilization from actual scheduled income (rental and reimbursement) from Tenants under Leases which have been executed on or before such date of determination which are projected to be in occupancy and paying rent under such Leases during such twelve (12) month period, provided however, if any such Tenant (or the direct or indirect holder of a majority of the ownership interests in such Tenant) is in bankruptcy as of such date of determination then such revenues shall be excluded from revenues for purposes of this clause (a), minus (b) all Pro Forma Operating Expenses.
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Pro Forma NOI means, as of any date of determination, (a) an annualized pro forma amount of scheduled income (rental and reimbursement) under Leases of either (i) only Phase I and Phase II of the Project, if Borrower has not previously acquired the Phase III Retail Unit pursuant to the Phase III Purchase Agreement as of such date of determination or (ii) any portion of the Project after Borrower has so acquired the Phase III Retail Unit, which have been executed on or before such date of determination and the Tenants under which are projected to take occupancy and commence paying rent under such Leases at any time prior to the First Extended Maturity Date, annualizing the amount of such scheduled income for any Tenant not in occupancy and paying rent as of the first day of the First Extension Option period, provided however, if any such Tenant (or the direct or indirect holder of a majority of the ownership interests in such Tenant) is in bankruptcy as of such date of determination then such revenues shall be excluded from revenues for purposes of this clause (a), minus (b) all Pro Forma Operating Expenses. Notwithstanding the foregoing, solely for purposes of the initial determination of the Maximum Loan Amount as of the Amendment Effective Date, instead of using such definition of Pro Forma NOI in calculating Pro Forma DSCR in such instance, the parties agree to use the projected NOI of the Project at Stabilization as contained in the most recent Appraisal of the Project prior to the Amendment Effective Date approved by the Administrative Agent.
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Pro Forma NOI means, with respect to any ensuing twelve (12) month period commencing on the date of determination, (a) the sum of (i) base rents actually payable during such twelve (12) month period under Leases that have been executed and that, in accordance with Section 4.1.9, have either been approved by Agent or do not require such approval, and under which Leases no monetary or other default has occurred and is then continuing beyond the expiration of any applicable notice and grace period, provided, however, that for the purposes of determining Pro Forma NOI under Section 2.1.5 as a condition to the applicable Extension Period only, if by reason of free rent periods which have not yet expired base rent is only payable during a portion of such twelve (12) month period, the base rent actually payable during such ensuing twelve (12) month period shall be annualized, (ii) other reimbursements for Property expenses pursuant to such Leases, and (iii) other contractual, recurring operating income of Borrower from the Property, minus with respect to such ensuing twelve (12) month period, (b) Operating Expenses which have been projected by Borrower for such period and subject to approval by Agent in its reasonable discretion. Pro Forma NOI shall be calculated by Borrower and subject to verification by Agent, and, as verified, shall be final absent manifest error.
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Pro Forma NOI means the pro forma stabilized net operating income for the Property based upon the Appraisal, less a $250 per residential unit capital reserve.
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Related to Pro Forma NOI

  • Pro Forma EBITDA means, for any period, the Consolidated EBITDA of the Issuer and the Restricted Subsidiaries, provided that for the purposes of calculating Pro Forma EBITDA for such period, if, as of such date of determination:

  • Pro Forma Debt Service means with respect to the Borrower and the Restricted Subsidiaries, on a consolidated basis, with respect to the next succeeding complete twelve (12) month period following the calculation date, and after giving effect to any Interest Rate Hedge Agreements and Eurodollar Advances, the amount of all (i) scheduled payments of principal on Indebtedness for Money Borrowed for such period (including imputed principal payments with respect to Capitalized Lease Obligations), determined on the basis of the aggregate amount of Indebtedness for Money Borrowed outstanding as of the date of calculation and giving effect to any mandatory reductions in the Commitments and the operation of the other terms of this Agreement (or other instruments or agreements governing Indebtedness for Money Borrowed) during such next succeeding twelve (12) month period, (ii) cash interest payable (including imputed interest with respect to Capitalized Lease Obligations) with respect to Indebtedness for Money Borrowed of such Persons, (iii) fees payable under this Agreement and the other Loan Documents (but specifically excluding fees paid during previous periods but amortized during such period in accordance with GAAP), and (iv) other payments (including fees) payable by such Persons during such period in respect of Indebtedness for Money Borrowed (other than voluntary prepayments under Section 2.7 hereof). For purposes of this definition, where interest payments for the twelve (12) month period immediately succeeding the calculation date are not fixed by way of Interest Rate Hedge Agreements, Eurodollar Advances, or otherwise for the entire period, interest shall be calculated on such Indebtedness for Money Borrowed for periods for which interest payments are not so fixed at the Eurodollar Basis (as determined on the date of calculation and based on the then current adjustment under Section 2.3(f) hereof) for a Eurodollar Advance having an Interest Period of twelve (12) months; provided, however, that if such Eurodollar Basis cannot be determined in the reasonable opinion of the Administrative Agent, such interest shall be calculated using the Base Rate Basis as then in effect.

  • Pro Forma Basis and “Pro Forma Effect” mean, with respect to compliance with any test hereunder for an applicable period of measurement, that (A) to the extent applicable, the Pro Forma Adjustment shall have been made and (B) all Specified Transactions and the following transactions in connection therewith that have been made during the applicable period of measurement or subsequent to such period and prior to or simultaneously with the event for which the calculation is made shall be deemed to have occurred as of the first day of the applicable period of measurement (as of the last date in the case of a balance sheet item) in such test: (a) income statement items (whether positive or negative) attributable to the property or Person subject to such Specified Transaction, (i) in the case of a Disposition of all or substantially all Equity Interests in any Restricted Subsidiary of the Borrower or any division, product line, or facility used for operations of the Borrower or any of its Restricted Subsidiaries, shall be excluded, and (ii) in the case of a Permitted Acquisition or Investment described in the definition of “Specified Transaction,” shall be included, (b) any retirement of Indebtedness, and (c) any Indebtedness incurred or assumed by the Borrower or any of its Restricted Subsidiaries in connection therewith and if such Indebtedness has a floating or formula rate, shall have an implied rate of interest for the applicable period for purposes of this definition determined by utilizing the rate which is or would be in effect with respect to such Indebtedness as at the relevant date of determination; provided that, (1) without limiting the application of the Pro Forma Adjustment pursuant to clause (A) above, the foregoing pro forma adjustments may be applied to any such test solely to the extent that such adjustments are consistent with the definition of “Consolidated EBITDA” and give effect to events (including cost savings, synergies and operating expense reductions) that are (as determined by the Borrower in good faith) (i) (x) directly attributable to such transaction, (y) expected to have a continuing impact on the Borrower and its Restricted Subsidiaries and (z) factually supportable or (ii) otherwise consistent with the definition of “Pro Forma Adjustment” and (2) in connection with any Specified Transaction that is the incurrence of Indebtedness in respect of which compliance with any specified leverage ratio test is by the terms of this Agreement required to be calculated on a Pro Forma Basis, the proceeds of such Indebtedness shall not be netted from Indebtedness in the calculation of the applicable leverage ratio test.

  • Pro Forma Event has the meaning assigned to that term in the definition of “Pro Forma Basis”.

  • Pro Forma Effect means, with respect to compliance with any test or covenant hereunder, that (A) to the extent applicable, the Pro Forma Adjustment shall have been made and (B) all Specified Transactions and the following transactions in connection therewith shall be deemed to have occurred as of the first day of the applicable period of measurement in such test or covenant: (a) income statement items (whether positive or negative) attributable to the property or Person subject to such Specified Transaction, (i) in the case of a sale, transfer or other disposition of all or substantially all Stock in any Subsidiary of the Borrower or any division, product line, or facility used for operations of the Borrower or any of its Subsidiaries, shall be excluded, and (ii) in the case of a Permitted Acquisition or Investment described in the definition of “Specified Transaction”, shall be included, (b) any retirement of Indebtedness and (c) any incurrence or assumption of Indebtedness by the Borrower or any of the Restricted Subsidiaries in connection therewith (it being agreed that if such Indebtedness has a floating or formula rate, such Indebtedness shall have an implied rate of interest for the applicable period for purposes of this definition determined by utilizing the rate that is or would be in effect with respect to such Indebtedness as at the relevant date of determination); provided that, without limiting the application of the Pro Forma Adjustment pursuant to (A) above (but without duplication thereof), the foregoing pro forma adjustments may be applied to any such test or covenant solely to the extent that such adjustments are consistent with the definition of Consolidated EBITDA and give effect to events (including operating expense reductions) that are (i) (x) directly attributable to such transaction, (y) expected to have a continuing impact on the Borrower and the Restricted Subsidiaries and (z) factually supportable or (ii) otherwise consistent with the definition of Pro Forma Adjustment.