Retirement Fee definition

Retirement Fee shall have the meaning set forth in Section 6.1(a)(ii).
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Retirement Fee means an amount equal to the product of (x) $2,187,500 multiplied by (y) a fraction, whose numerator is an amount equal to $35,000,000 less the aggregate principal amount of the Notes converted into shares of our common stock pursuant to the terms of the Notes during the period beginning on, and including, the issue date of the Notes and ending on, and including, the date on which the Notes cease to be outstanding, and whose denominator is $35,000,000.
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Retirement Fee shall have the meaning set forth in Section 6.1(a)(ii). -X- 0 "Retirement Trigger Date" shall have the meaning set forth in Section 6.1(a). "Sales Commission" shall have the meaning given to such term in the Sales Commission Agreement. "Sales Commission Agreement" shall have the meaning set forth in the Recitals. "Shared Territory" shall mean the following portions of the following metropolitan statistical area(s) (as designated by the Office of Management and Budget of the Executive Office of the President of the United States): Dallas-Fort Worth-Arlington, TX; Riverside-San Bernardino-Ontario, CA; Austin-Round Rock-San Marcos, TX; Phoenix-Mesa-Glendale, AZ; San Antonio-New Braunfels, TX; and Las Vegas-Paradise, NV. "Sharing PRO" shall have the meaning set forth in Section 8.1(f). "Supervisory and Administrative Fee" shall have the meaning set forth in the NSA Asset Management Agreements. "Stable Cash Flow" shall mean, for any period, the aggregate operating income of the Properties and the Deferred Management Properties (and for any After-Acquired Property for purposes of the definition of "Required Capital Contribution"), as determined by the Operating Partnership, less (i) the aggregate property expenses for the Properties and the Deferred Management Properties (and for any After-Acquired Property for purposes of the definition of "Required Capital Contribution"), (ii) the aggregated Supervisory and Administrative Fee for the Properties and the Deferred Management Properties (and for any After-Acquired Property for purposes of the definition of "Required Capital Contribution") and (iii) the aggregate amount of required capital reserves for the Properties and the Deferred Management Properties (and for any After-Acquired Property for purposes the definition of "Required Capital Contribution"), as included in the annual budget or otherwise approved by the Operating Partnership in accordance with the terms hereof. "Term" shall have the meaning set forth in Section 2.1. "Value" shall mean, with respect to Section 6.1(c), on any date of determination, the average of the daily Market Prices (as defined below) for ten consecutive trading days immediately preceding the date of determination. The term "Market Price" on any date shall mean, with respect to any class or series of outstanding REIT Common Shares, the Closing Price (as defined below) for such REIT Common Shares on such date. The "Closing Price" on any date shall mean the last sale price for such REI...
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Examples of Retirement Fee in a sentence

  • The number of Class A OP Units to which the Key Persons (or their respective designees) would be entitled pursuant to this Section 6.1(c) will be equal to (i) the Retirement Fee divided by (ii) the Value of a REIT Common Share as of the Retirement Trigger Date (rounded up to the next whole number of Class A OP Units in the event that the calculation of Class A OP Units equivalent to the Retirement Fee yields any fractional amount of Class A OP Units).

  • The Approved Accountant shall, within ten (10) Business Days after receipt of the determinations of the Retirement Fee prepared by each of the Operating Partnership and Manager, be empowered only to select as the proper amount of the Retirement Fee whichever of the two determinations the Approved Accountant believes is the more accurate determination of the Retirement Fee.

  • If Manager fails to timely object to the Operating Partnership's determination of the Retirement Fee in accordance with the preceding sentence, then the Operating Partnership's determination shall be deemed to be the Retirement Fee.

  • If Manager disagrees with the Operating Partnership's calculation of the Retirement Fee and the Operating Partnership and Manager are unable to reach an agreement as to the Retirement Fee within ten (10) days of the date of Operating Partnership's initial notice, then Manager shall independently make its own determination of the Retirement Fee within forty-five (45) days of the date of Operating Partnership's initial notice and submit such determination to the Operating Partnership.

  • If Manager has timely submitted its determination and the difference between the Operating Partnership's determination and Manager's determination does not exceed ten percent (10%) of the lower of such determinations, then the Retirement Fee shall be an amount equal to the average of both determinations.

  • However, in the event that the Company, using its good faith efforts, is unable to negotiate with the acquiring entity the assumption of the Warrants as provided in the preceding portion of this paragraph, then and in such event this Warrant shall terminate, to the extent not previously exercised, as of the record date for such transaction upon and only upon payment of a "Retirement Fee" to the Holder(s) hereof.

  • All costs and expenses directly attributable to the determination of the Retirement Fee (including but not limited to the costs of outside appraisal(s)) shall be at the expense of the Company.

  • Should this event occur, the Company and the Holder(s) shall meet together to appraise the value of the Warrant(s) and shall proceed to do so in the same fashion and spirit as is provided for in the first paragraph of section 10 hereof in determining a Retirement Fee to be paid the Holders upon termination of the Warrant(s).

  • Immediately upon (i) termination of service on the Board of Directors (for any reason other than his death or Removal For Cause) and (ii) attainment of the eligibility requirements described in Section III of the Plan, the Director shall be entitled to be paid commencing on the first day of the calendar month following his termination of service the monthly Director Retirement Fee in equal monthly installments.

  • Said Retirement Fee shall be a senior obligation of the Company and shall be paid to Holder(s) from first proceeds of any sale or merger in cash unless otherwise negotiated between the Company and _________ (the original Holder).


More Definitions of Retirement Fee

Retirement Fee means an amount equal to Twelve Thousand Dollar ($12,000).
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Retirement Fee means an amount equal to the product of (x) $2,812,500 multiplied by (y) a fraction, whose numerator is an amount equal to
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Retirement Fee means an amount equal to the product of (x) $2,812,500 multiplied by (y) a fraction, whose numerator is an amount equal to $45,000,000 less the aggregate Principal Amount converted into shares of Common Stock pursuant to Section 7 during the period beginning on, and including, the Issue Date and ending on, and including, the date on which this Note ceases to be outstanding, and whose denominator is $45,000,000.
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Related to Retirement Fee

  • Retirement Benefit means the benefit set forth in Article 5.

  • Retirement Date means the date as of which a Participant retires for reasons other than Total and Permanent Disability, whether such retirement occurs on a Participant's Normal Retirement Date or Late Retirement Date (see Section 6.1).

  • Monthly Benefit means the monthly amount payable by Liberty to you if you are Disabled or Partially Disabled.

  • Retirement allowance means the retirement payments to which a member is entitled.

  • Early Retirement Benefit means the retirement benefit payable to a member following early

  • Normal Retirement Date means the later of the Normal Retirement Age or Termination of Employment.

  • Last Monthly Benefit means the gross Monthly Benefit payable to the Insured Employee immediately prior to death. Any reductions for Other Income Benefits, or for earnings the Insured Employee received for Partial Disability Employment, will not apply.

  • Retirement Account means any retirement or pension fund or account, listed in Iowa Code section 627.6(8)“f” as exempt from execution, regardless of the amount of contribution, the interest generated, or the total amount in the fund or account.

  • Annual Benefit means an annual sum of fifty thousand dollars ($50,000) multiplied by the Applicable Percentage (defined below) and then reduced to the extent required: (i) under the other provisions of this Agreement; (ii) by reason of the lawful order of any regulatory agency or body having jurisdiction over the Employer; and (iii) in order for the Employer to properly comply with any and all applicable state and federal laws, including, but not limited to, income, employment and disability income tax laws (eg., FICA, FUTA, SDI).

  • Final compensation of a member means:

  • Final Average Compensation means the aggregate amount of a member's compensation earned within the averaging period in which the aggregate amount of compensation was highest divided by the member's number of years, including any fraction of a year, of credited service during the averaging period. The averaging period shall be 36 consecutive calendar months if the member contributes to the member investment plan except for a member who contributes to the member investment plan and first became a member on or after July 1, 2010; otherwise, the averaging period shall be 60 consecutive calendar months. A member who contributes to the member investment plan and first became a member on or after July 1, 2010 shall also have an averaging period of 60 consecutive calendar months. If the member has less than 1 year of credited service in the averaging period, the number of consecutive calendar months in the averaging period shall be increased to the lowest number of consecutive calendar months that contains 1 year of credited service.

  • Public benefit means making capital available, or facilitating the availability of capital, to businesses in this state that have 750 or fewer employees, the intent of which is to create or retain employment opportunities for residents of this state, stabilize or increase the tax base of this state, or support the redevelopment of facilities for use by small businesses.

  • Normal Retirement means retirement from active employment with the Company or any Subsidiary on or after age 65.

  • Average final compensation means the average annual creditable compensation of a member during

  • Creditable compensation means the full compensation payable annually to an employee working