Proceeds Cap definition
Examples of Proceeds Cap in a sentence
The Issuers will commence an Asset Sale Offer with respect to Excess Proceeds within ten Business Days after the date that Excess Proceeds exceed the Excess Proceeds Cap by delivering the notice required pursuant to the terms of this Indenture, with a copy to the Trustee.
The Issuers may satisfy the foregoing obligations with respect to any Excess Proceeds from an Asset Sale by making an Asset Sale Offer with respect to such Excess Proceeds prior to the expiration of the relevant 365 days or with respect to Excess Proceeds equal to the Excess Proceeds Cap or less.
The Issuers may satisfy the foregoing obligations with respect to any Excess Proceeds from an Asset Sale by making an Asset Sale Offer with respect to such Excess Proceeds prior to the expiration of the relevant 450 days or with respect to Excess Proceeds equal to the Excess Proceeds Cap or less.
The Issuers may satisfy the foregoing obligations with respect to any Excess Proceeds from an Asset Sale by making an Asset Sale Offer with respect to such Excess Proceeds prior to the expiration of the relevant 450-days or with respect to Excess Proceeds equal to the Excess Proceeds Cap or less.
For the avoidance of doubt and notwithstanding anything to the contrary contained above, in the case of Net Cash Proceeds received by any non-Wholly Owned Restricted Subsidiary, only that portion of such proceeds that are allocable (based on economic share and not necessarily percentage ownership) to the Issuers shall be subject to the requirement to make an offer in accordance with this Section 4.10 and shall be applied towards the Excess Proceeds Cap.
The Issuers shall commence an Asset Sale Offer with respect to Excess Proceeds within ten Business Days after the date that Excess Proceeds exceed the Excess Proceeds Cap by delivering the notice required pursuant to the terms of this Indenture, with a copy to the Trustee.
Proceeds Cap shall mean $5.0 million for the first twelve full calendar months following the Closing Date, $8.0 million for the thirteenth through twenty-fourth full calendar months following the Closing Date and $10.0 million for the twenty-fifth through thirtieth full calendar months following the Closing Date.
If the Litigation Trustee makes the CPE Title Transfer Election in compliance with Section 5.2.5 and subsequently sells the CPE Assets in an amount which exceeds, together with the Simply/MSP Proceeds and the De Minimis Asset Sale Proceeds (in an amount up to the De Minimis Asset Sale Proceeds Cap), $1,000,000.00, then the Litigation Trustee shall remit any such excess proceeds to the Reorganized Debtors promptly following receipt of the same.
Notwithstanding anything in this Agreement to the contrary, the Sellers agree that in the event any Purchaser Indemnitee shall incur any Damages as a result of a breach by a particular Seller of a Several Obligation, such Purchaser Indemnitee shall be entitled to offset the full amount of such Damages (up to the Proceeds Cap applicable to such breaching Seller) against the Indemnity Escrow Amount and the Note in accordance with the provisions of Section 7.8.
The Merger Consideration and Shareholder Proceeds Cap Amount, in addition to any other applicable economic, share-based term or provision herein, shall be adjusted to reflect fully the effect of any reclassification, stock split, reverse split, stock dividend (including any dividend or distribution of securities convertible into Company Common Stock), reorganization, recapitalization or other like change with respect to Company Common Stock occurring after the date hereof and prior to the Effective Time.