Pro Rata Expenses Share definition

Pro Rata Expenses Share means, with respect to any Creditor at any time, a fraction, expressed as a percentage, the numerator of which is the amount of such Creditor’s Principal Exposure at such time, and the denominator of which is the aggregate amount of Principal Exposure of all Creditors at such time.
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Pro Rata Expenses Share with respect to any Senior Lender shall mean (a) prior to the occurrence of a Sharing Date (i) at any time before the time all Commitments of the Banks have been terminated, the ratio of (1) the sum of the amount of such Senior Lender’s Commitment and the aggregate outstanding principal amount of the Term Loans held by such Senior Lender at such time, if such Senior Lender is a Bank, or the aggregate outstanding principal amount of the Senior Notes held by such Senior Lender at such time, if such Senior Lender is a Noteholder, to (2) the sum of the Commitments, the aggregate outstanding principal amount of the Term Loans and the aggregate outstanding principal amount of all of the Senior Notes at such time, or (ii) at any time on and after the time all Commitments of the Banks have been terminated, the ratio of (1) the sum of the amount of such Senior Lender’s Revolving Credit Exposure and the aggregate outstanding principal amount of the Term Loans held by such Senior Lender at such time, if such Senior Lender is a Bank, or the aggregate outstanding principal amount of the Senior Notes held by such Senior Lender at such time, if such Senior Lender is a Noteholder, to (2) the sum of the Revolving Credit Exposure, the aggregate outstanding principal amount of the Term Loans and the aggregate outstanding principal amount of all of the Senior Notes at such time, and (b) on and after the occurrence of a Sharing Date, the ratio set forth in clause (a)(ii) above.
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Pro Rata Expenses Share with respect to any Senior Lender shall mean (a) at any time before the time the commitments of the Banks to make Revolving Loans and Term Loans under the Credit Agreement have been terminated, the ratio of (i) the amount of such Senior Lender’s “Commitment” (as defined in the Credit Agreement) at such time, if such Senior Lender is a Bank, or the aggregate outstanding principal amount of the Senior Notes held by such Senior Lender at such time, if such Senior Lender is a Noteholder, to (ii) the total of the Commitments (as defined in the Credit Agreement) and the aggregate outstanding principal amount of all of the Senior Notes at such time, or (b) at any time on and after the time the commitments of the Banks to make Revolving Loans and Term Loans under the Credit Agreement have been terminated, the ratio of (i) aggregate amount of the Senior Indebtedness owed to such Senior Lender at such time, to (ii) the total amount of all outstanding Senior Indebtedness at such time.
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Examples of Pro Rata Expenses Share in a sentence

  • If any Loan Party shall reimburse the Collateral Agent for any amounts indemnified by the Senior Lenders pursuant to this Section 2(f), the Collateral Agent shall share such reimbursement with each Senior Lender on the basis of such Senior Lender’s Pro Rata Expenses Share of the indemnified amount then being reimbursed actually paid by such Senior Lender.


More Definitions of Pro Rata Expenses Share

Pro Rata Expenses Share with respect to any Secured Creditor shall mean (a) at any time before the time the commitments of the Secured Bank Creditors to make additional loans under the Credit Agreement have been terminated, the ratio of (i) the sum of (w) the amount of such Secured Creditor’s commitment to make revolving credit loans under the Credit Agreement at such time, (x) if any term loans have been made pursuant to the Credit Agreement at such time, the aggregate outstanding principal amount of such term loans held by such Secured Creditor at such time, (y) the aggregate outstanding amount of any other Secured Obligations owed to such Secured Creditor under any Related Credit Arrangement at such time and (z) the aggregate outstanding principal amount of the Notes held by such Secured Creditor at such time, to (ii) the sum of (w) the total of the commitments of the Bank Lenders to make revolving credit loans under the Credit Agreement at such time, (x) if any term loans have been made pursuant to the Credit Agreement at such time, the aggregate outstanding principal amount of such term loans held by all Secured Creditors at such time, (y) the aggregate outstanding amount of any other Secured Obligations owed to all Secured Creditor under the Related Credit Arrangements at such time and (z) the aggregate outstanding principal amount of all of the Notes at such time or (b) at any time on and after the time the commitments of the Secured Bank Creditors to make additional loans under the Credit Agreement have been terminated, the ratio of (i) the sum of (w) the aggregate outstanding principal amount of such Secured Creditor’s outstanding revolving credit loans under the Credit Agreement at such time, (x) if any term loans have been made pursuant to the Credit Agreement at such time, the aggregate outstanding principal amount of such term loans held by such Secured Creditor at such time, (y) the aggregate outstanding amount of any other Secured Obligations owed to such Secured Creditor under any Related Credit Arrangement at such time and (z) the aggregate outstanding principal amount of the Notes held by such Secured Creditor at such time, to (ii) the sum of (w) the aggregate outstanding principal amount of all Secured Creditor’s outstanding revolving credit loans under the Credit Agreement at such time, (x) if any term loans have been made pursuant to the Credit Agreement at such time, the aggregate outstanding principal amount of such term loans held by all Secured Creditors ...
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Pro Rata Expenses Share means, with respect to any Creditor at any time, a fraction, expressed as a percentage, the numerator of which is the amount of such Creditor’s Principal Exposure at such time, and the denominator of which is the aggregate amount of Principal Exposure of all Creditors at such time. “Qualified Creditor” shall mean any Creditor which is not an Affiliate of any Grantor. “Required Creditors” shall mean, at any time, (i) Banks whose Pro Rata Shares represent greater than 50% of the aggregate Principal Exposure of all of the Banks, (ii) Prudential Noteholders whose Pro Rata Shares represent greater than 50% of the aggregate Principal Exposure of all of the Prudential Noteholders and (iii) NY Life Noteholders whose Pro Rata Shares represent greater than 50% of the aggregate Principal Exposure of all of the NY Life Noteholders; provided, however, that only Pro Rata Shares of Senior Indebtedness held by Qualified Creditors shall be included in this determination; provided, further, that if at any time Obligations owing to Banks, the Prudential Noteholders or the NY Life Noteholders, as the case may be, are less than both (A) $1,000,000, and (B) 10% of the aggregate Obligations (the Banks, the Prudential Noteholders or the NY Life Noteholders, as the case may be, a “Deminimis Group”), then the Required Creditors shall be determined without regard to clause (i) if the Deminimis Group is the Banks, clause (ii) if the Deminimis Group is the Prudential Noteholders and clause (iii) if the Deminimis Group is the NY Life Noteholders.
Sample 1
Pro Rata Expenses Share with respect to any Lender, means the percentage set forth opposite such Lender's name below: Fleet 50% Noteholders 50% --- Total 100% ; subject to any permitted assignment whereupon the assignee or transferee of such Lender shall be deemed to acquire the Pro Rata Expenses Share appropriate to the Senior Indebtedness assigned or transferred to it.
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Related to Pro Rata Expenses Share

  • Liquidity Expenses means all Liquidity Obligations other than (i) the principal amount of any Drawings under the Liquidity Facilities and (ii) any interest accrued on any Liquidity Obligations.

  • Interest Expenses means, with respect to any Person for any period, the sum, determined on a consolidated basis in accordance with GAAP, of all interest accruing on the Indebtedness of such Person during such period (including interest attributable to Capital Leases).

  • Cash Expenses means, for any period, the operating expenses for the operation of the Property as set forth in an Approved Annual Budget to the extent that such expenses are actually incurred by Borrower minus any payments into the Tax and Insurance Escrow Fund.

  • Current Expenses means operating costs other than personal services and shall not

  • Allocable Share means Allocable Share as that term is defined in the Master Settlement Agreement.

  • REIT Expenses means (i) costs and expenses relating to the formation and continuity of existence and operation of the General Partner and any Subsidiaries thereof (which Subsidiaries shall, for purposes hereof, be included within the definition of General Partner), including taxes, fees and assessments associated therewith, any and all costs, expenses or fees payable to any director, officer, or employee of the General Partner, (ii) costs and expenses relating to any public offering and registration of securities by the General Partner and all statements, reports, fees and expenses incidental thereto, including, without limitation, underwriting discounts and selling commissions applicable to any such offering of securities, and any costs and expenses associated with any claims made by any holders of such securities or any underwriters or placement agents thereof, (iii) costs and expenses associated with any repurchase of any securities by the General Partner, (iv) costs and expenses associated with the preparation and filing of any periodic or other reports and communications by the General Partner under federal, state or local laws or regulations, including filings with the Commission, (v) costs and expenses associated with compliance by the General Partner with laws, rules and regulations promulgated by any regulatory body, including the Commission and any securities exchange, (vi) costs and expenses associated with any 401(k) plan, incentive plan, bonus plan or other plan providing for compensation for the employees of the General Partner, (vii) costs and expenses incurred by the General Partner relating to any issuing or redemption of Partnership Interests, and (viii) all other operating or administrative costs of the General Partner incurred in the ordinary course of its business on behalf of or in connection with the Partnership.

  • Management Expenses means the Management Expenses more particularly described in Clause 10.1;

  • Allocable Costs means costs allocable to a particular cost objective if the goods or services involved are chargeable or assignable to such cost objective in accordance with relative benefits received or other equitable relationship. Costs allocable to a specific Program may not be shifted to other Programs in order to meet deficiencies caused by overruns or other fund considerations, to avoid restrictions imposed by law or by the terms of this Agreement, or for other reasons of convenience.

  • Reimbursable Expenses means all assignment-related costs [such as travel, translation, report printing, secretarial expenses, subject to specified maximum limits in the Contract].

  • Common Expenses means expenditures made by or financial liabilities of the association, together with any allocations to reserves.

  • O&M Expenses means expenses incurred by or on behalf of the Developer or by the Authority, as the case may be, for all O&M including (a) cost of salaries and other compensation to employees, (b) cost of materials, supplies, utilities and other services, (c) insurance premium, (d) all taxes, duties, cess and fees due and payable for O&M, (e) all repair, replacement, reconstruction, reinstatement, improvement and maintenance costs, (f) payments required to be made under the O&M Contract, or any other contract in connection with or incidental to O&M, and (g) all other expenditure required to be incurred under Applicable Laws, Applicable Permits or this Agreement.

  • Pro Rata Amount means, for each Major Investor, that portion of the New Securities identified in an Offer Notice which equals the proportion that the Common Stock issued and held, or issuable (directly or indirectly) upon conversion and/or exercise, as applicable, of the Preferred Stock and any other Derivative Securities then held, by such Major Investor bears to the total Common Stock of the Company then outstanding (assuming full conversion and/or exercise, as applicable, of all Preferred Stock and other Derivative Securities).

  • Pro Rata Share As to any Distribution Date, the Subordinated Principal Distribution Amount and any Class of Subordinated Certificates, the portion of the Subordinated Principal Distribution Amount allocable to such Class, equal to the product of the Subordinated Principal Distribution Amount on such Distribution Date and a fraction, the numerator of which is the related Class Certificate Balance thereof and the denominator of which is the aggregate of the Class Certificate Balances of the Subordinated Certificates.

  • Class Expenses means expenses incurred by a particular Class in connection with a shareholder services arrangement or a distribution plan that is specific to such Class or any other differing share of expenses or differing fees, in each case pursuant to a plan adopted by the Trust pursuant to Rule 18f-3 under the 1940 Act, as such plan or Rule may be amended from time to time;

  • Liquidation Expenses With respect to a Mortgage Loan in liquidation, unreimbursed expenses paid or incurred by or for the account of the Master Servicer or the related Servicers, such expenses including (a) property protection expenses, (b) property sales expenses, (c) foreclosure and sale costs, including court costs and reasonable attorneys’ fees, and (d) similar expenses reasonably paid or incurred in connection with liquidation.

  • Management Fee has the meaning given in Section 4.1.

  • Parent Expenses means (i) costs (including all professional fees and expenses) incurred by any Parent in connection with its reporting obligations under, or in connection with compliance with, applicable laws or applicable rules of any governmental, regulatory or self-regulatory body or stock exchange, this Indenture or any other agreement or instrument relating to Indebtedness of the Company or any Restricted Subsidiary, including in respect of any reports filed with respect to the Securities Act, Exchange Act or the respective rules and regulations promulgated thereunder, (ii) corporate overhead expenses Incurred in the ordinary course of business, and to pay salaries or other compensation of employees who perform services for any Parent or for both such Parent and the Company, (iii) expenses incurred by any Parent in connection with the acquisition, development, maintenance, ownership, prosecution, protection and defense of its intellectual property and associated rights (including but not limited to trademarks, service marks, trade names, trade dress, patents, copyrights and similar rights, including registrations and registration or renewal applications in respect thereof; inventions, processes, designs, formulae, trade secrets, know-how, confidential information, computer software, data and documentation, and any other intellectual property rights; and licenses of any of the foregoing) to the extent such intellectual property and associated rights relate to the business or businesses of the Company or any Subsidiary thereof, (iv) indemnification obligations of any Parent owing to directors, officers, employees or other Persons under its charter or by-laws or pursuant to written agreements with any such Person, (v) other operational and tax expenses of any Parent incurred on behalf of the Company in the ordinary course of business, including obligations in respect of director and officer insurance (including premiums therefor); it being understood for purposes of this definition, that all operational and tax expenses of any Parent are deemed to be incurred on behalf of the Company if the Company’s activities represent substantially all of the operating activities of any Parent and all of its Subsidiaries, and (vi) fees and expenses incurred by any Parent in connection with any offering of Capital Stock or Indebtedness, (x) where the net proceeds of such offering are intended to be received by or contributed or loaned to the Company or a Restricted Subsidiary, or (y) in a prorated amount of such expenses in proportion to the amount of such net proceeds intended to be so received, contributed or loaned, or (z) otherwise on an interim basis prior to completion of such offering so long as any Parent shall cause the amount of such expenses to be repaid to the Company or the relevant Restricted Subsidiary out of the proceeds of such offering promptly if completed.

  • Disposition Expenses means reasonable out-of-pocket expenses incurred by the Servicer in connection with the sale at auction or other disposition of a Leased Vehicle by the Servicer.

  • Pro-rata Liquidation means an amount equal to the liquidation of the relevant Collateral Assets held in the Margin Account for a Series of ETP Securities, pro rata to the amount of ETP Securities being redeemed divided by the total number of ETP Securities for such Series, after the pro rata deduction of all costs and expenses incurred by the Issuer in connection with the liquidation of such Collateral Assets, the pro rata deduction of the Arranger Fee and any Funding and Brokerage Fees.

  • Election expenses means expenses incurred, whether before, during or after the election, on account of, or in respect of, the conduct or management of the election.

  • Tax Expenses means all federal, state, county, or local governmental or municipal taxes, fees, charges or other impositions of every kind and nature, whether general, special, ordinary or extraordinary, (including, without limitation, real estate taxes, general and special assessments, transit taxes, leasehold taxes or taxes based upon the receipt of rent, including gross receipts or sales taxes applicable to the receipt of rent, unless required to be paid by Tenant, personal property taxes imposed upon the fixtures, machinery, equipment, apparatus, systems and equipment, appurtenances, furniture and other personal property used in connection with the Project, or any portion thereof), which shall be paid or accrued during any Expense Year (without regard to any different fiscal year used by such governmental or municipal authority) because of or in connection with the ownership, leasing and operation of the Project, or any portion thereof.

  • Final Transaction Expenses has the meaning set forth in Section 3.2(b).

  • Reimbursable Costs means expenses incurred by the employee in the course of engaging in the planned learning activity and include registration, tuition and examination fees as well as textbooks/discs and applicable taxes. They may also include reasonable, incremental meal, accommodation and travel expenses.

  • Program Expenses means all UHC’s expenses of administering the Program under the Indenture and the Act and shall include without limiting the generality of the foregoing; salaries, supplies, utilities, labor, materials, office rent, maintenance, furnishings, equipment, machinery and apparatus, including information processing equipment; software, insurance premiums, credit enhancement fees, legal, accounting, management, consulting and banking services and expenses; Fiduciary Expenses; remarketing fees; Costs of Issuance not paid from proceeds of Bonds; and payments to pension, retirement, health and hospitalization funds; and any other expenses required or permitted to be paid by UHC.

  • Distribution Expenses means the reasonable costs, excluding overhead, incurred by ZIOPHARM that are directly and reasonably allocable to the distribution of a ZIOPHARM Product with respect to a particular country where such ZIOPHARM Product has been launched, excluding any costs included as a deduction in calculating Net Sales.

  • Estimated Transaction Expenses has the meaning set forth in Section 2.3(a).