Reserved Proceeds definition

Reserved Proceeds has the meaning assigned to it in Section IV.3. -----------------
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Reserved Proceeds means, on any date of determination, the aggregate amount of net cash proceeds of any Indebtedness Incurred or issued in reliance on Section 3.2(b)(17) and not re-classified as Incurred pursuant to any other type of Indebtedness permitted under Section 3.2.
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Reserved Proceeds at any date, the aggregate amount of Net Proceeds received by the Company and its Subsidiaries on account of any Net Proceeds Event described in clause (a) or (b) of the definition of such term which was consummated or recovered (as the case may be) within the immediately preceding 365 days, other than any such Net Proceeds which (x) have been reinvested in assets similar to those from which such Net Proceeds were derived during such 365-day period or (y) have been applied in accordance with the terms of subsection 10.5(g) (it being understood that amounts not so applied pursuant to the provisions of clause (i) or (ii) of the proviso to subsection 10.5(g) shall be deemed not to constitute "Reserved Proceeds").
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Examples of Reserved Proceeds in a sentence

  • Notwithstanding anything to ----------------------------------- the contrary in this Agreement, Edison will not Transfer any Class B Membership Unit to any Person except by operation of law to a Person who shall have succeeded to Edison's obligations to distribute all previously undistributed Class A Membership Units (including any related Reserved Proceeds) pursuant to the Plan of Reorganization.

  • All such amounts that are so withheld shall constitute "Reserved Proceeds," shall be held by the Manager in a separate account (the "Reserved Proceeds Account") for the benefit of the Persons to whom Class A Membership Units shall thereafter be transferred pursuant to the Plan of Reorganization, and shall be invested in instruments of the kind specified in Section 3.5.

  • Each Class A Membership Unit in such LLC subsequently distributed pursuant to the Plan will be accompanied by an amount determined by multiplying the total amount on deposit in the Reserved Proceeds Account for such LLC immediately prior to such distribution by a fraction, the numerator of which shall be one and the denominator of which shall be the number of Class B Membership Units in the applicable LLC that were outstanding immediately prior to such distribution.

  • All such amounts that are so withheld shall constitute "Reserved Proceeds," shall be held by the Manager in a separate account (the "Reserved Proceeds Account") for the benefit of the Persons to whom Class A Membership Units shall thereafter be transferred pursuant to the Plan of Reorganization, and shall be invested in instruments of the kind specified in Section 3.4.

  • In addition, during the period in which any Class B Membership Units in the EBS Building, L.L.C. are outstanding, the aggregate amount of each such distribution shall be reduced by an amount sufficient to satisfy the transfer to the Reserved Proceeds Account described below.

  • In addition, during the period in which any Class B Membership Units in the EBS Pension, L.L.C. are outstanding, the aggregate amount of each such distribution shall be reduced by an amount sufficient to satisfy the transfer to the Reserved Proceeds Account described below.

  • Allocations with Respect to Reserved Proceeds of Capital Transactions.

  • In addition, during the period in which any 42 Class B Membership Units in the EBS Litigation, L.L.C. are outstanding, the aggregate amount of each such distribution shall be reduced by an amount sufficient to satisfy the transfer to the Reserved Proceeds Account described below.


More Definitions of Reserved Proceeds

Reserved Proceeds means, with respect to any Debt Issuance, the Net Available Proceeds thereof which are not simultaneously with, or within five Business Days of, the occurrence thereof used to make a Subsequent Acquisition, to refinance outstanding Subordinated Indebtedness, to make payments in respect of the UVC Notes as contemplated by the last sentence of the first paragraph of Section 8.09 hereof or deposited in a Reserved Proceeds Account in accordance with Section 2.09(e)(ii) hereof.
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Reserved Proceeds has the meaning given to it in Clause 14.10(a) (Exceptions to prepayment of Net Disposal Proceeds and Net Capital Markets Proceeds).
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Related to Reserved Proceeds

  • Qualified Proceeds means assets that are used or useful in, or Capital Stock of any Person engaged in, a Permitted Business; provided that the fair market value of any such assets or Capital Stock shall be determined by the Board of Directors of the Company in good faith.

  • Declined Proceeds has the meaning assigned to such term in Section 2.11(b)(v).

  • Excluded Proceeds means, with respect to any Asset Sale or Casualty Event, the sum of, (1) any Net Proceeds therefrom that constitute Declined Proceeds and (2) any Net Proceeds therefrom that otherwise are waived by the Required Facility Lenders from the requirement to be applied to prepay the applicable Term Loans pursuant to Section 2.05(2)(b).

  • Gross Proceeds means a share of the gross production of oil, gas, condensate, and natural gas liquids free of any and all cost of producing, gathering, storing, separating, treating, dehydrating, compressing, processing, transporting, marketing, or pipeline construction and maintenance.

  • Escrowed Proceeds means the proceeds from the offering of any debt securities or other Indebtedness paid into an escrow account with an independent escrow agent on the date of the applicable offering or Incurrence pursuant to escrow arrangements that permit the release of amounts on deposit in such escrow account upon satisfaction of certain conditions or the occurrence of certain events. The term “Escrowed Proceeds” shall include any interest earned on the amounts held in escrow.

  • Retained Declined Proceeds has the meaning specified in Section 2.05(b)(v).

  • Subject Proceeds has the meaning assigned to such term in Section 2.11(b)(ii).

  • Net Sales Proceeds means, in the case of a transaction described in clause (i)(A) of the definition of Sale, the proceeds of any such transaction less the amount of selling expenses incurred by or on behalf of the Company, including all real estate commissions, closing costs and legal fees and expenses. In the case of a transaction described in clause (i)(B) of the definition of Sale, Net Sales Proceeds means the proceeds of any such transaction less the amount of selling expenses incurred by or on behalf of the Company, including any legal fees and expenses and other selling expenses incurred in connection with such transaction. In the case of a transaction described in clause (i)(C) of the definition of Sale, Net Sales Proceeds means the proceeds of any such transaction actually distributed to the Company or the Operating Partnership from the Joint Venture less the amount of any selling expenses, including legal fees and expenses incurred by or on behalf of the Company (other than those paid by the Joint Venture). In the case of a transaction or series of transactions described in clause (i)(D) of the definition of Sale, Net Sales Proceeds means the proceeds of any such transaction (including the aggregate of all payments under a Mortgage on or in satisfaction thereof other than regularly scheduled interest payments) less the amount of selling expenses incurred by or on behalf of the Company, including all commissions, closing costs and legal fees and expenses. In the case of a transaction described in clause (i)(E) of the definition of Sale, Net Sales Proceeds means the proceeds of any such transaction less the amount of selling expenses incurred by or on behalf of the Company, including any legal fees and expenses and other selling expenses incurred in connection with such transaction. In the case of a transaction described in clause (ii) of the definition of Sale, Net Sales Proceeds means the proceeds of such transaction or series of transactions less all amounts generated thereby which are reinvested in one (1) or more Assets within one hundred eighty (180) days thereafter and less the amount of any real estate commissions, closing costs, and legal fees and expenses and other selling expenses incurred by or allocated to the Company or the Operating Partnership in connection with such transaction or series of transactions. Net Sales Proceeds shall also include Refinancing Proceeds and any other amounts that the Company determines, in its discretion, to be economically equivalent to proceeds of a Sale. Net Sales Proceeds shall not include any reserves established by the Company, which shall be determined by the Board in its sole discretion.

  • Net Proceeds means the aggregate cash proceeds received by the Company or any of its Restricted Subsidiaries in respect of any Asset Sale (including, without limitation, any cash received upon the sale or other disposition of any non-cash consideration received in any Asset Sale), net of (1) the direct costs relating to such Asset Sale, including, without limitation, legal, accounting and investment banking fees, sales commissions, relocation expenses incurred as a result of the Asset Sale, and taxes paid or payable as a result of the Asset Sale after taking into account any available tax credits or deductions and any tax sharing arrangements, (2) amounts required to be applied to the repayment of Indebtedness, other than Indebtedness under a Working Capital Facility, secured by a Lien on the asset or assets that were the subject of such Asset Sale, and (3) any reserve for adjustment in respect of the sale price of such asset or assets established in accordance with GAAP.

  • Bond Proceeds means the proceeds from the sale of bonds, notes, and other obligations issued by a district, and reserves and funds maintained by a district for debt service purposes.

  • Sale Proceeds All proceeds (excluding accrued interest, if any) received with respect to Assets as a result of sales of such Assets in accordance with the restrictions described in Article XII less any reasonable expenses incurred by the Collateral Manager, the Collateral Administrator or the Trustee (other than amounts payable as Administrative Expenses) in connection with such sales. Sale Proceeds will include Principal Financed Accrued Interest received in respect of such sale.

  • Gross Sales Proceeds with respect to each sale of Shares shall be the Gross Sales Price multiplied by the number of Shares sold;

  • Net Cash Proceeds with respect to any issuance or sale of Capital Stock, means the cash proceeds of such issuance or sale net of attorneys' fees, accountants' fees, underwriters' or placement agents' fees, discounts or commissions and brokerage, consultant and other fees actually incurred in connection with such issuance or sale and net of taxes paid or payable as a result thereof.

  • Loss Proceeds means, collectively, all Insurance Proceeds and all Condemnation Proceeds.

  • Deferred Net Cash Proceeds shall have the meaning provided such term in the definition of Net Cash Proceeds.

  • Purchase Proceeds means any cash amounts received by the Master Servicer in connection with: (i) the repurchase of a Mortgage Loan or an REO Mortgage Loan by a Seller pursuant to Section 2.3 or (ii) the purchase of the Mortgage Loans and REO Properties by the Depositor, the Master Servicer, the Special Servicer or the holders of the Class R-I Certificates pursuant to Section 10.1(b).

  • Net Sale Proceeds means, with respect to any Asset Sale (including, without limitation, any cash or Cash Equivalents received upon the sale or other disposition of any Designated Non-cash Consideration received in any Asset Sale), an amount in cash equal to the gross cash proceeds (including any cash received by way of deferred payment pursuant to a promissory note, receivable or otherwise, but only as and when received) received from such Asset Sale, net of (i) costs of, and expenses associated with, such Asset Sale (including fees and commissions), (ii) any taxes paid or payable as a result of such Asset Sale (including Borrower’s good faith estimate of any incremental income taxes that will be payable as a result of such Asset Sale, including pursuant to tax sharing arrangements or any tax distributions), (iii) payments of unassumed liabilities relating to the assets sold and required payments of any Indebtedness or other obligations (other than the Loans and Indebtedness secured on a pari passu or junior basis to the Loans) which are secured by the assets which were sold or would be in default under the terms thereof as a result of such Asset Sale, (iv) amounts provided as a reserve in accordance with U.S. GAAP against any liabilities under any indemnification obligation or purchase price adjustment associated with such Asset Sale (provided that to the extent and at the time any such amounts are released from such reserve to Borrower or any of its Restricted Subsidiaries, such amounts shall constitute Net Sale Proceeds), (v) cash escrows from the sale price for such Asset Sale (provided that to the extent and at the time any such amounts are released from escrow to Borrower or any of its Restricted Subsidiaries, such amounts shall constitute Net Sale Proceeds) and (vi) to the extent such Asset Sale involves any disposition of Investments made after the Closing Date, the permissibility of which was contingent upon the utilization of the Available Amount, the portion of the Available Amount so utilized in connection with such initial Investment.

  • Net Loss Proceeds means, with respect to any Event of Loss, the proceeds in the form of (a) cash or Cash Equivalents and (b) insurance proceeds, condemnation awards or damages awarded by any judgment, in each case received by the Company from such Event of Loss net of:

  • Net Casualty Proceeds means, with respect to any Casualty Event, the amount of any insurance proceeds or condemnation awards received by the Borrower or any of its U.S. Subsidiaries in connection with such Casualty Event (net of all collection or similar expenses related thereto), but excluding any proceeds or awards required to be paid to a creditor (other than the Lenders) which holds a first priority Lien permitted by clause (d) of Section 7.2.3 on the property which is the subject of such Casualty Event.

  • Net REO Proceeds As to any REO Mortgage Loan, REO Proceeds net of any related expenses of the Servicer.

  • Sales Proceeds means, with respect to any Transaction Vehicle, an amount equal to the aggregate amount of proceeds received by the Servicer from the purchaser in connection with the sale or other disposition of such Transaction Vehicle, net of any and all out-of-pocket costs and expenses incurred by the Servicer in connection with such sale or other disposition, including without limitation, all repossession, auction, painting, repair and any and all other similar liquidation and refurbishment costs and expenses.

  • Noncash proceeds means proceeds other than cash proceeds.

  • Net means the amount of a pollutant contained in the discharge measured in appropriate units as specified herein, less the amount of a pollutant contained in the surface water body intake source, measured in the same units, over the same period of time, provided:

  • Net Disposition Proceeds means, with respect to any sale, transfer or other disposition of any assets of the Borrower, any Parent Guarantor or any of their respective Subsidiaries (other than sales permitted pursuant to clause (a), (b) or (c) of Section 7.2.9), the excess of

  • Net Condemnation Proceeds The Condemnation Proceeds received with respect to any Mortgage Loan or Serviced Companion Loan (including an REO Mortgage Loan or REO Companion Loan) net of the amount of (i) costs and expenses incurred with respect thereto and (ii) amounts required to be applied to the restoration or repair of the related Mortgaged Property; provided that, in the case of an Outside Serviced Mortgage Loan, “Net Condemnation Proceeds” under this Agreement shall be limited to any related Condemnation Proceeds that are received by the Trust Fund in connection with such Outside Serviced Mortgage Loan, pursuant to the allocations set forth in the related Co-Lender Agreement.

  • Proceeds all “proceeds” as such term is defined in Section 9-102(a)(64) of the New York UCC and, in any event, shall include, without limitation, all dividends or other income from the Investment Property, collections thereon or distributions or payments with respect thereto.