Recapture Statement definition

Recapture Statement as defined in Section 1.8.1.
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Recapture Statement shall have the meaning set forth in Section 12.6 hereof.
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Recapture Statement has the meaning set forth in Section 3.1.
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Examples of Recapture Statement in a sentence

  • If Seller fails to deliver a Statement of Earn-Out/Recapture Objections within thirty days, no Statement of Earn-Out/Recapture Objections may be delivered and the Recapture Statement and/or Final Earn-Out Payment Statement, as applicable, shall be deemed final, conclusive and binding upon both Buyer and Seller.

  • Upon receipt of the Recapture Statement from Buyer, Seller shall have thirty (30) days to review the Recapture Statement.

  • In the event that pursuant to the Recapture Statement Buyer owes the Recapture Payment to Seller, Buyer shall concurrently deliver the Recapture Payment to Seller by wire transfer of immediately available funds.

  • In the event that the Post-Closing Net Asset Inflow on the Recapture Statement (as defined below) exceeds an amount equal to the sum of (i) Final Pre-Closing Net Asset Outflow and (ii) 10% of Final Signing AUC, Buyer shall pay or cause to be paid to Seller an amount equal to the Final Adjustment Amount, as shown on the Final Closing Statement (the "Recapture Payment").

  • If Seller disagrees with either the Recapture Statement or the Final Earn-Out Payment Statement, Seller shall deliver to Buyer a written statement describing such objections (the “Statement of Earn-Out/Recapture Objections”) within thirty (30) days following receipt of such statement.

  • Within ninety days following the first anniversary of the Closing Date, Buyer will prepare or cause to be prepared and deliver to Seller an unaudited statement (the "Recapture Statement"), which shall set forth Buyer's calculation of the Post-Closing Net Asset Inflow.

  • In the event that the Post-Closing Net Asset Inflow on the Recapture Statement (as defined below) exceeds an amount equal to the sum of (i) Final Pre-Closing Net Asset Outflow and (ii) 10% of Final Signing AUC, Buyer shall pay or cause to be paid to Seller an amount equal to the Final Adjustment Amount, as shown on the Final Closing Statement (the “Recapture Payment”).

  • If Seller disagrees with either the Recapture Statement or the Final Earn-Out Payment Statement, Seller shall deliver to Buyer a written statement describing such objections (the "Statement of Earn-Out/Recapture Objections") within thirty (30) days following receipt of such statement.

Related to Recapture Statement

  • E-Statement means an electronic version of daily confirms, monthly, quarterly or annual statements, and shareholder tax statements created with investor transaction data housed on DST’s TA2000® mutual fund record keeping system, with images available online via a secure web site.

  • Disclosure Statement means the written disclosure statement that relates to this Plan, as approved by the Bankruptcy Court pursuant to section 1125 of the Bankruptcy Code and Bankruptcy Rule 3017, as such disclosure statement may be amended, modified or supplemented from time to time.

  • Disclosure Statement Order means the order of the Bankruptcy Court approving the Disclosure Statement.

  • Tax Refund means a refund of Taxes previously paid and any overpayment interest within the meaning of Section 6611 of the Code or any similar provision under applicable Tax Law (whether paid by way of a refund or credited against any liability for related Taxes).

  • Rule 482 Statement means a document that contains the number of Securities issued, the offering price and any other items dependent upon the offering price, prepared in accordance with the provisions of Rule 482 of the 1933 Act, a copy of which shall be attached as Schedule D hereto. “Statutory Prospectus” as of any time means the prospectus relating to the Securities that is included in the Registration Statement immediately prior to that time, including any document incorporated by reference therein. Each preliminary prospectus and the prospectus filed as part of the effective Registration Statement or as part of any amendment thereto, or filed pursuant to Rule 497 under the 1933 Act, complied when so filed in all material respects with the Rules and Regulations and each preliminary prospectus and the Prospectus delivered to the Underwriters for use in connection with this offering was identical to the electronically transmitted copies thereof filed with the Commission pursuant to XXXXX, except to the extent permitted by Regulation S-T. If a Rule 462(b) Registration Statement is required in connection with the offering and sale of the Securities, the Fund has complied or will comply with the requirements of Rule 111 under the 1933 Act Rules and Regulations and Rule 3a of the Commission’s Internal and Other Procedures (“Rule 3a”) relating to the payment of filing fees thereof. The Fund, subject to the Registration Statement having been declared effective and the filing of the Prospectus under Rule 497, has taken all required action under the 1933 Act, the 1940 Act, the Securities and Exchange Act of 1934, as amended (the “1934 Act”) and the Rules and Regulations to make the public offering and consummate the sale of the Securities as contemplated by this Agreement.

  • Adjustment Statement has the meaning set forth in Section 2.6(a).

  • Allocation Statement has the meaning set forth in Section 2.5.

  • Disclosure Statement Approval Order means the Final Order approving, among other things, the adequacy of the Disclosure Statement pursuant to section 1125 of the Bankruptcy Code.

  • Post-Closing Statement has the meaning set forth in Section 3.3(c).

  • Public statement means a statement made in the ordinary course of business of the public body with the intent that all other members of the public body receive it.

  • Landlord’s Statement An instrument containing a computation of any Additional Rent due pursuant to the provisions of this Article 5.

  • Home state means the member state that is the licensee's primary state of residence.

  • Closing protection letter means an agreement by the division to indemnify a lender or owner or both for loss caused by a division closer’s theft of settlement funds or failure to comply with written closing instructions relating to title certificate coverage when agreed to by the division closer.

  • Tax Refunds means refunds of any Cash paid by the Participating CCAA Parties on account of Taxes, refunded to such Participating CCAA Parties from time to time by the applicable Taxing Authorities;

  • Pre-Service Claim means a claim for a medical care benefit with respect to which the plan conditions receipt of the benefit, in whole or in part, on approval of the benefit in advance of receipt of care.

  • Tax Allocation Agreement means the Tax Allocation Agreement between Corporation and New D&B.

  • Termination statement means an amendment of a financing statement which:

  • Settlement Statement has the meaning set forth in Section 3.2(a).

  • Allocation Schedule has the meaning set forth in Section 2.07.

  • Operating Statement shall have the meaning set forth in Section 27.1 hereof.

  • Construction Schedule means a construction schedule indicating the planned start and completion dates of the major activities of the Work as set out in Appendix [ ], a future Appendix;

  • Distribution Date Statement As defined in Section 4.02(a).