Special Termination Amount definition

Special Termination Amount means the sum of (a) the product of (i) the Number of Early Settlement Shares multiplied by (ii) a per Share price (the “Early Termination Price”) determined by GS&Co. in a good faith and commercially reasonable manner based on relevant market indicia, including GS&Co.’s funding costs associated with Early Settlement Shares and costs incurred or estimated to be incurred by GS&Co. in connection with the purchase and sale of Shares in order to close out GS&Co.’s or any of its Affiliates’ Hedge Positions with respect to each Affected Transaction and, in the event that Counterparty delivers Unregistered Shares to GS&Co., whether GS&Co. and Counterparty have agreed on acceptable procedures and documentation relating to such Unregistered Shares as described above and (b) any amount owing under Section 6(e) of the Agreement, in respect of the Elected Transactions by GS&Co. to Counterparty (expressed as a positive number) or by Counterparty to GS&Co. (expressed as a negative number).
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Special Termination Amount means the amount calculated in accordance with Exhibit E.
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Special Termination Amount means as of any date of payment, the sum of (A) the Investment Amount minus the aggregate of all of the payments received by the Investor in respect of the Revenue Interests and (B) the amount that Investor would need to receive to achieve a per annum rate of return on the Investment Amount equal to [***] determined after taking into account all of the amounts received by the Investor prior to such date of payment under the Transaction Documents (other than any payments made as a reimbursement of expenses (including legal fees) incurred by the Investor and any indemnification amounts paid as reimbursement to any Investor Indemnified Party to extent such amounts were previously or contemporaneously paid to a third party in connection with any Third Party Claim) and the time at which such payments were received.
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Examples of Special Termination Amount in a sentence

  • The Special Termination Amount shall be paid to the Executive in a lump sum in cash within 30 days of the Date of Termination.

  • The Special Termination Amount shall be paid to the Executive’s estate or beneficiary, as applicable, in a lump sum in cash within 30 days of the Date of Termination.

  • Counterparty and GS&Co. agree that the payment of the Special Termination Amount and the delivery of the Early Settlement Shares satisfy in full any obligation of a party to make any payments pursuant to Section 6(e) of the Agreement or Article 12 of the Equity Definitions, as the case may be, in respect of the Elected Transactions.

  • The Special Termination Amount shall be paid to the Executive at the same time and in the same manner as the payment would be made pursuant to Section 5(a).

  • If the Executive’s Termination of Employment is by reason of the Executive’s death during the Employment Period, this Agreement shall terminate without further obligations to the Executive’s legal representatives under this Agreement, other than for payment of the Special Termination Amount and the timely payment or provision of Other Benefits.

  • The Special Termination Amount shall be paid to the Executive's estate or beneficiary, as applicable, in a lump sum in cash within 30 days of the Date of Termination.

  • If the Executive’s Termination of Employment is by reason of the Executive’s Disability during the Employment Period, this Agreement shall terminate without further obligations to the Executive, other than for payment of the Special Termination Amount and the timely payment or provision of Other Benefits.

  • Such Special Termination Amount, if Executive's Disability occurs after six months following the Change of Control, shall be offset by the amount of any salary payments made to the Executive for any periods of employment following the Change of Control.

  • If the Executive's employment is terminated by reason of the Executive's death during the Employment Period, this Agreement shall terminate without further obligations to the Executive's legal representatives under this Agreement, other than the payment by the Company of the Special Termination Amount, provided however, that the amount of such payment determined under Section 6(a)(i)(A) shall be adjusted as follows.

  • If the Executive's employment is terminated by reason of the Executive's Disability during the Employment Period, this Agreement shall terminate without further obligations to the Executive, other than the payment by the Company of the Special Termination Amount.


More Definitions of Special Termination Amount

Special Termination Amount has the meaning set forth in Schedule 1.1-9.
Sample 1
Special Termination Amount means as of any date of payment, the lesser of (a) the sum of (i) the Hard Cap less the aggregate of (A) all of the payments of the Company in respect of the Total Fixed Payments and the Total Included Product Payments (including any Under Performance Payment or Generic Product Payment) made to the Investor prior to such date and (B) any amounts received by the Investor pursuant to the Insurance Policy, if any, plus (ii) any other Obligations (other than inchoate Obligations) payable by the Company Parties under this Agreement or the other Transaction Documents (if any), and (b) the sum of (i) the Investment Amount minus the aggregate of all of the payments received by the Investor in respect of the Total Fixed Payments and the Total Included Product Payments (including any Under Performance Payment or Generic Product Payment), plus (ii) after taking into account the Total Fixed Payments, the Total Included Product Payments, the Under Performance Payment and the Generic Product Payment received by the Investor Representative under this Agreement, the IRR True-Up Payment Amount.
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Special Termination Amount means the amount calculated in accordance with Schedule 1.3.
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Special Termination Amount means the sum of (a) the product of (i) the Number of Early Settlement Shares multiplied by (ii) a per Share price (the “Early Termination Price”) determined by GS&Co. in a good faith and commercially reasonable manner based on relevant market indicia, including
Sample 1
Special Termination Amount means the sum of (a) the product of (i) the Number of Early Settlement Shares multiplied by (ii) a per Share price (the “Early Termination Price”) determined by GSI in a good faith and commercially reasonable manner based on relevant market indicia, including costs incurred or estimated to be incurred by GSI in connection with the purchase and sale of Shares in order to close out GSI’s or any of its Affiliates’ Hedge Positions with respect to each Affected Transaction and, in the event that Counterparty delivers Unregistered Shares to GSI, whether GSI and Counterparty have agreed on acceptable procedures and documentation relating to such Unregistered Shares as described above and (b) any amount owing under Section 6(e) of the Agreement or pursuant to Article 12 of the Equity Definitions, as the case may be, by GSI to Counterparty (expressed as a positive number) or by Counterparty to GSI (expressed as a negative number).
Sample 1
Special Termination Amount means as of any date of payment, the lesser of (a)(i) the sum of the Hard Cap less the aggregate of all of the payments of the Company in respect of the Revenue Interests (including any Under Performance Payment) made to the Investors prior to such date, plus (ii) any other Obligations payable by the Company Parties under this Agreement and the other Transaction Documents (if any) or (b)(i) the Investment Amount minus the aggregate of all of the payments received by the Investors in respect of the Revenue Interests (including any Under Performance Payment) and (ii) the amount that the Investors would need to receive to achieve a per annum rate of return on the Investment Amount equal to [***]% determined after taking into account all of the amounts received by the Investors prior to such date of payment under the Transaction Documents (other than any payments made as a reimbursement of expenses (including legal fees) incurred by the Investors and any indemnification amounts paid as reimbursement to any Investor Indemnified Party to extent such amounts were previously or contemporaneously paid to a Third Party in connection with any Third Party Claim) and the time at which such payments were received.
Sample 1

Related to Special Termination Amount

  • Termination Amount has the meaning set forth in Section 7.02(a).

  • Early Termination Amount means, in respect of any Note, its principal amount or such other amount as may be specified in, or determined in accordance with, these Conditions or the relevant Final Terms;

  • Special Termination Notice means the Notice of Special Termination substantially in the form of Annex VII to this Agreement.

  • Termination Payment Date means the date on which the RECIPIENT is required to repay to ECOLOGY any outstanding balance of the loan and all accrued interest.

  • Special Termination Advance means an Advance made pursuant to Section 2.02(g).

  • Accrual Termination Date Not applicable.

  • Initial Termination Date has the meaning set forth in Section 9.1(b)(i).

  • Extended Termination Date has the meaning specified in Section 2.16(c).

  • Termination Fee Event has the meaning ascribed thereto in Section 8.2(2).

  • Final Termination Date means the last date of the final year in which the Applicant is required to Maintain Viable Presence and as further identified in Section 2.3.E of this Agreement.

  • Accretion Termination Date As defined in the Series Supplement.

  • Termination Price As defined in Section 9.01.

  • Series Termination Date means, with respect to any Series of Certificates, the date stated in the related Supplement.

  • Applied Special Termination Advance has the meaning assigned to such term in Section 2.05.

  • Swap Termination Payment Upon the designation of an “Early Termination Date” as defined in the Swap Agreement, the payment to be made by the Swap Administrator to the Swap Provider from payments from the Trust Fund, or by the Swap Provider to the Swap Administrator for payment to the Trust Fund, as applicable, pursuant to the terms of the Swap Agreement.

  • Escrow Termination Date has the meaning ascribed to such term in Section 9.12.

  • Optional Termination Price On any date after the Initial Optional Termination Date, an amount equal to the sum of (A) the aggregate Stated Principal Balance of each Mortgage Loan (other than any Mortgage Loan that has become an REO Property) as of the Distribution Date on which the proceeds of the Optional Termination are distributed to the Certificateholders, plus accrued interest thereon at the applicable Mortgage Rate as of the Due Date preceding the Distribution Date on which the proceeds of the Optional Termination are distributed to Certificateholders and the fair market value of any REO Property, plus accrued interest thereon as of the Distribution Date on which the proceeds of the Optional Termination are distributed to Certificateholders, (B) any unreimbursed out-of-pocket costs and expenses owed to the Master Servicer, the Trustee or the Securities Administrator (including any amounts incurred by the Securities Administrator in connection with conducting the Auction), a Servicer or the Master Servicer and any unpaid or unreimbursed Servicing Fees, Monthly Advances and Servicing Advances, (C) any unreimbursed costs, penalties and/or damages incurred by the Trust Fund in connection with any violation relating to any of the Mortgage Loans of any predatory or abusive lending law and (D) in the event an Auction has been conducted, all reasonable fees and expenses incurred by the Securities Administrator to conduct the Auction.

  • Loan Termination Date means the earliest to occur of the following: (a) November , 2009, (b) the date the Obligations are accelerated pursuant to this Agreement or the Revolving Note and (c) the date the Bank has received (i) notice in writing from the Borrower of the Borrower’s election to terminate this Agreement or the Revolving Note or (ii) indefeasible payment in full of the Obligations.

  • Termination Payment has the meaning set forth in Section 6.03.

  • Retention Amount means, in relation to any Retention Date, such sum as shall be the aggregate of:

  • Commitment Termination Event means the earlier of (a) automatically and without notice or further action, the occurrence of any Event of Default described in Section 7.01(i) (Bankruptcy, Insolvency, etc.) with respect to the Borrower and (b) the occurrence and continuation of any other Event of Default under this Agreement pursuant to which either a Commitment Termination Event has been expressly declared or a declaration of the Loan to be due and payable has been given, in each case pursuant to Section 7.03 (Action if other Event of Default).

  • Swap Termination Event means any event defined as a “Swap Termination Event” in the Interest Rate Swap Agreement.

  • Commitment Termination Date means the earlier of (a) the Maturity Date and (b) the earlier termination in whole of the Commitments pursuant to Section 2.04 or Article VII.

  • Additional Termination Event has the meaning specified in Section 5(b).

  • Agreement Termination Date is defined in Section 7.4.

  • Termination Payments has the meaning specified in Section 10(a).