Reimbursement Conditions definition

Reimbursement Conditions. The meaning set forth in the Development Agreement.
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Reimbursement Conditions means (i) with respect to the amount described in clause (A)(x) of Section 2.09(c), the Company actually pays such amount to the Internal Revenue Service and provides timely written notice of such payment to the applicable Designated Unitholder promptly upon making any such withholding as required under and in accordance with Code Section 1446 and the applicable Treasury Regulations thereunder; and (ii) with respect to the amount described in clause (A)(y) of Section 2.09(c), either (A) a Pass-Through Income Tax Return prepared pursuant to and in accordance with the procedures of Section 9.01 shows an amount due or (B) the Company received notice of an applicable PT-Tax Proceeding from the applicable U.S. state or local Taxing Authority within three years after the Closing Date (or March 15, 2023, if later) and, in either case, (A) the Company actually pays such amount to the applicable U.S. state or local Taxing Authority in connection with such pass-Through Income Tax Return or upon resolution of the applicable PT-Tax Proceeding pursuant to and in accordance with the procedures set forth in Section 9.03 and (B) promptly provides each Designated Unitholder the original or a certified copy of a receipt issued by the Taxing Authority evidencing such payment or a copy of the Tax Return reporting such payment, as applicable.
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Reimbursement Conditions means that (a) there is no uncured monetary or material non-monetary default under this Lease for which a default notice has been provided to the Tenant, and the Tenant is not insolvent, and (b) such Initial Alterations shall have been made in accordance with the provisions of this Lease applicable thereto. If the Landlord shall fail to pay the Tenant a TI Allowance amount due and payable under this Section 30.13 within such 30-day period, then the Tenant may deliver a notice to the Landlord describing such failure, and if such failure by the Landlord shall continue for five (5) Business Days after such notice from the Tenant, then such amounts not paid shall be offset as a credit against Rent as and when Rent becomes due and payable.
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Examples of Reimbursement Conditions in a sentence

  • The Company shall provide to WGFK reasonable adequate collateral to secure the obligations of the Company promptly to refund the good faith payment upon the occurrence of any of the Reimbursement Conditions.

  • Within 30 days of such payment, subject to the 409A Reimbursement Conditions, the Company shall pay to the Employee (or his dependents and beneficiaries, as applicable) in cash (less required withholding) an amount equal to full premium cost of medical, dental, hospitalization, life insurance and disability benefits coverage.

  • Reimbursement shall be made within a reasonable period after the Executive’s submission of an itemized account in accordance with the Company’s established policies; provided, however, such reimbursements are in all cases subject to the 409A Reimbursement Conditions (as defined in Section 21).

  • Reimbursement shall be made within a reasonable period after the Executive’s submission of an itemized account in accordance with the Company’s established policies; provided, however , such reimbursements are in all cases subject to the 409A Reimbursement Conditions (as defined in Section 21).

  • Subject to the GAAP Termination Reimbursement Conditions, Landlord shall make any such reimbursement within thirty (30) days after receiving Tenant’s invoice and supporting documentation relating to the Alteration.

  • Notwithstanding anything contained herein to the contrary, in the event Tenant has not delivered to Landlord all of the Tenant Reimbursement Conditions on the date that is 120 days after the Occupancy date, Tenant shall be deemed to have forfeit the Tenant’s Reimbursement in its entirety and Landlord shall be entitled to retain the same.

Related to Reimbursement Conditions

  • Payment Conditions means, at the time of determination with respect to a proposed payment to fund a Specified Transaction, that:

  • Payment Condition at any time of determination with respect to any Specified Transaction, that the following conditions are all satisfied: (x) (1) 30-Day Specified Excess Availability (divided by Availability as of such time of determination and expressed as a percentage) and (2) the Specified Availability on the date of such Specified Transaction (divided by Availability as of such time of determination and expressed as a percentage), in each case exceed the applicable Availability Percentage (as defined below) and, (y) unless the Fixed Charge Condition (as defined below) is satisfied (to the extent applicable), the Parent Borrower shall be in Pro Forma Compliance with a minimum Consolidated Fixed Charge Coverage Ratio of at least 1.00:1.00 and (z) if reasonably requested by the Administrative Agent, the Borrower Representative shall have delivered to the Administrative Agent (i) a copy of calculations required by preceding clause (y) in reasonable detail and (ii) a calculation of Specified Unrestricted Cash. As used herein, the following terms shall have the following meanings: (i) “Availability Percentage”: shall mean (a) in respect of any Restricted Payment pursuant to Subsection 8.3(k), 12.5%; (b) in respect of (A) any investment or acquisition permitted pursuant to clause (u) of the definition of “Permitted Investments” or (B) clause (c)(i) of the definition of “Permitted Acquisitions,” 10.0%; (c) in respect of any payment, repurchase or redemption pursuant to Subsection 8.6(a), 12.5%; (d) in respect of any merger, consolidation, amalgamation or asset sale pursuant to Subsection 8.2(a) or 8.2(b), 10.0%; and (e) in respect of any Asset Sale that would otherwise have to comply with Subsection 8.5, 10.0%.; and (ii) “Fixed Charge Condition” shall mean 30-Day Specified Excess Availability (divided by Availability as of such time of determination and expressed as a percentage) exceeds: (a) in respect of any Restricted Payment pursuant to Subsection 8.3(k), 17.5%; (b) in respect of any acquisition permitted pursuant to clause (c)(i) of the definition of “Permitted Acquisitions”, 15.0%; (c) in respect of any investment permitted pursuant to clause (u) of the definition of “Permitted Investments”, 15.0%; (d) in respect of any payment, repurchase or redemption pursuant to Subsection 8.6(a), 15.0%; and (e) in respect of (A) any merger, consolidation, amalgamation or asset sale pursuant to Subsection 8.2(a) or 8.2(b) or (B) any Asset Sale that would otherwise have to comply with Subsection 8.5, 15.0%.

  • Reimbursement Date as defined in Section 2.3.2.

  • Reimbursement Amounts As defined in Section 3.22.

  • Advance Reimbursement Amounts As defined in Section 3.29 hereof.

  • Funding Conditions With respect to any proposed Funding Date, the following conditions:

  • Termination Conditions means, collectively, (a) the payment in full in cash of the Obligations (other than (i) contingent indemnification obligations not then due and (ii) Obligations under Secured Hedge Agreements and Secured Cash Management Agreements) and (b) the termination of the Commitments and the termination or expiration of all Letters of Credit under this Agreement (unless the Outstanding Amount of the L/C Obligations related thereto has been Cash Collateralized on terms reasonably acceptable to the applicable Issuing Bank, backstopped by a letter of credit reasonably satisfactory to the applicable Issuing Bank or deemed reissued under another agreement reasonably acceptable to the applicable Issuing Bank).

  • Advance Reimbursement Amount has the meaning stated in Section 4.4(b) of the Servicing Supplement.

  • Restricted Payment Conditions is defined in Section 10.9.

  • Reimbursement Amount As defined in Section 2.04.

  • L/C Disbursements a payment or disbursement made by the Issuing Lender pursuant to a Letter of Credit.

  • Reimbursement Rate shall have the meaning assigned to such term or the term “Advance Rate” or an analogous term in the Servicing Agreement.

  • Reimbursement Agreement as defined in Section 2.8(b).

  • Letter of Credit Reimbursement Agreement has the meaning specified in Section 2.4(e).

  • Reimbursement Payment shall have the meaning given to that term in Subparagraph 2.02(c).

  • LC Conditions has the meaning given to such term in Section 2.9.

  • Borrower Delayed Reimbursements Any Additional Trust Fund Expenses and reimbursements of Advances that the related Mortgagor is required, pursuant to a written modification agreement, to pay in the future to the Trust in its capacity as owner of the related Mortgage Loan.

  • Extension Conditions Defined in Section 3.06(a).

  • Expense Reimbursement has the meaning set forth in Section 8.2(c).

  • Medical Reimbursement Programs means a collective reference to the Medicare, Medicaid and TRICARE programs and any other health care program operated by or financed in whole or in part by any foreign or domestic federal, state or local government.

  • Workout-Delayed Reimbursement Amounts With respect to any Mortgage Loan or Serviced Loan Combination, the amount of any Advance made with respect to such Mortgage Loan or Serviced Loan Combination on or before the date such Mortgage Loan or Serviced Loan Combination becomes (or, but for the making of three monthly payments under its modified terms, would then constitute) a Corrected Loan, together with (to the extent accrued and unpaid) interest on such Advances, to the extent that (i) such Advance is not reimbursed to the Person who made such Advance on or before the date, if any, on which such Mortgage Loan or Serviced Loan Combination becomes a Corrected Loan and (ii) the amount of such Advance becomes a future obligation of the Mortgagor to pay under the terms of modified Loan Documents. That any amount constitutes all or a portion of any Workout-Delayed Reimbursement Amount shall not in any manner limit the right of any Person hereunder to determine in the future that such amount instead constitutes a Nonrecoverable Advance.

  • Payment Date Advance Reimbursement has the meaning set forth in Section 8.03(a)(iii)(A) of the 20[•]-[•] Servicing Supplement.

  • Distribution Conditions means, with respect to any Restricted Payment or Restricted Junior Debt Prepayment, the following: