Specified Litigation Amount definition

Specified Litigation Amount means, with respect to any Specified Litigation, as of any date of determination, an amount equal to the sum of (a) the total of (i) the amount set forth on Schedule 8.11(b) to the Disclosure Letter (the “Free and Clear Amount”) less (ii) the portion of the Free and Clear Amount that the Issuer has used to make any payment under Section 8.11(b) in respect of any other Specified Litigation on or prior to such date of determination plus (b) Qualified Equity Issuance Proceeds with respect to such Specified Litigation; provided, that, in order for the Issuer to use any portion of the Free and Clear Amount to make any payment in respect of any Specified Litigation, a Responsible Financial Officer of the Issuer shall have delivered a certificate to the Administrative Agent (in form and substance reasonably satisfactory to the Administrative Agent), (x) certifying as to the amount of the Free and Clear Amount so used in connection with such Specified Litigation and (y) setting forth a calculation of the then current amount of the Free and Clear Amount after giving effect to such use.
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Specified Litigation Amount means, [***]
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Specified Litigation Amount means, with respect to any payment made in connection with the Xxxxxxxx Litigation, as of any date of determination, an amount equal to the sum (without duplication) of (a) the total of (i) the amount set forth on Schedule 8.11(b) to the Disclosure Letter, plus (ii) any Specified Extraordinary Receipts (the sum of the foregoing clauses (i) and (ii), the “Free and Clear Amount”), less (iii) the portion of the Free and Clear Amount that the Issuer has used to make any payment under Section 8.11(b) from and after the Fourth Amendment Effective Date in respect of the Xxxxxxxx Litigation on or prior to such date of determination plus (b) Qualified Equity Issuance Proceeds received by the Issuer with respect to, and prior to the making of, such payment; provided, that, in order for the Issuer to use any portion of the Free and Clear Amount to make any payment in respect of the Xxxxxxxx Litigation, a Responsible Financial Officer of the Issuer shall have delivered a certificate to the Administrative Agent (in form and substance reasonably satisfactory to the Administrative Agent), (x) certifying as to the amount of the Free and Clear Amount so used in connection with the Xxxxxxxx Litigation and (y) setting forth a calculation of the then current amount of the Free and Clear Amount after giving effect to such use. Notwithstanding the foregoing, to the extent the Issuer makes or has made the Specified 2024 Litigation Payment, the definition “Specified Litigation Amount” shall not include any amount of the Specified Extraordinary Receipts or Qualified Equity Issuance Proceeds that the Issuer is required to receive pursuant to Section 7.23(a) and use pursuant to Section 7.23(c).
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Examples of Specified Litigation Amount in a sentence

  • No amount of the Specified Extraordinary Receipts or the Qualified Equity Issuance Proceeds received by the Issuer and counted for purposes of compliance with this Section 7.23 shall subsequently be designated as included in the definition of Specified Litigation Amount for any purpose under this Agreement.


More Definitions of Specified Litigation Amount

Specified Litigation Amount. “Fund” means any Person (other than a natural Person) that is (or will be) engaged in making, purchasing, holding or otherwise investing in commercial loans and similar extensions of credit in the ordinary course of its activities. “Funded Indebtedness” means, as to any Person at a particular time, without duplication, all of the following, whether or not included as indebtedness or liabilities in accordance with GAAP: (a) all obligations, whether current or long-term, for borrowed money (including the Obligations) and all obligations of such Person evidenced by bonds, debentures, notes, loan agreements or other similar instruments; (b) all purchase money Indebtedness; (c) the principal portion of all obligations under conditional sale or other title retention agreements relating to property purchased by such Person or any Subsidiary thereof (other than customary reservations or retentions of title under agreements with suppliers entered into in the ordinary course of business); (d) all obligations arising under letters of credit (including standby and commercial), bankers’ acceptances, bank guaranties, surety bonds and similar instruments (except to the extent relating to trade payables in the ordinary course of business which are not more than ninety (90) days past due after the day on which such trade account payable was created);
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Specified Litigation Amount means, with respect to any Specified Litigation, as of any date of determination, an amount equal to the total of (a) $[***] (the “Free and Clear Amount”) less (b) the portion of the Free and Clear Amount that the Issuer or any of its Subsidiaries has used to make any payment under Section 8.11(b) in respect of any other Specified Litigation on or prior to such date of determination plus (c) Qualified Equity Issuance (Litigation) Proceeds with respect to such Specified Litigation; provided, that, in order for the Issuer or any of its Subsidiaries to use any portion of the Free and Clear Amount to make any payment in respect of any Specified Litigation, a Responsible Financial Officer of the Issuer shall have delivered a certificate to the Administrative Agent (in form and substance reasonably satisfactory to the Administrative Agent), (x) certifying as to the amount of the Free and Clear Amount so used in connection with such Specified Litigation and (y) setting forth a calculation of the then current amount of the Free and Clear Amount after giving effect to such use (it being understood, for the avoidance of doubt, that if a Responsible Financial Officer of the Issuer shall fail to deliver such certificate, the Free and Clear Amount shall be automatically reduced by the amount of such payment). “Specified Litigation” means (a) any securities action, suit, proceeding or claim pending, or, to the knowledge of any Credit Party or any Subsidiary, threatened in writing, at law, in equity, in arbitration or before any Governmental Authority, against any Credit Party or any of their respective Subsidiaries and (b) any other action, suit, proceeding or claim pending or, to the knowledge of any Credit Party or any Subsidiary, threatened in writing, at law, in equity, in arbitration or before any Governmental Authority, by or against any Credit Party or any Subsidiary relating to any Product (including, without limitation, Daxi) or its related Product Development and Commercialization Activities, any Material Contract or any Material Intellectual Property. “Specified Maturity Extension” has the meaning set forth in the definition of “Maturity Date”. “Specified OPUL Disposition” means any Disposition (or series of related Dispositions), directly or indirectly, of (a) all or substantially all of the Equity Interests of Hint, (b) all or substantially all of the assets of Hint, (c) OPUL or (d) all or substantially all of the Intellectual Property associated with OPUL....
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Specified Litigation Amount set forth in Section 1.01 of the Note Purchase Agreement is hereby deleted in its entirety and replaced with the following:
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Specified Litigation Amount means, with respect to any payment made in connection with the Xxxxxxxx Litigation, as of any date of determination, an amount equal to the sum (without duplication) of (a) the total of (i) the amount set forth on Schedule 8.11(b) to the Disclosure Letter, plus (ii) any Specified Extraordinary Receipts (the sum of the foregoing clauses (i) and (ii), the “Free and Clear Amount”), less (iii) the portion of the Free and Clear Amount that the Issuer has used to make any payment under Section 8.11(b) from and after the Fourth Amendment Effective Date in respect of the Xxxxxxxx Litigation on or prior to such date of determination plus (b) Qualified Equity Issuance Proceeds received by the Issuer with respect to, and prior to the making of, such payment; provided, that, in order for the Issuer to use any portion of the Free and Clear Amount to make any payment in respect of the Xxxxxxxx Litigation, a Responsible Financial Officer of the Issuer shall have delivered a certificate to the Administrative Agent (in form and substance reasonably satisfactory to the Administrative Agent), (x) certifying as to the amount of the Free and Clear Amount so used in connection with the Xxxxxxxx Litigation and (y) setting forth a calculation of the then current amount of the Free and Clear Amount after giving effect to such use.
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Specified Litigation Amount means, with respect to any payment made in connection with the Eshelman Litigation, as of any date of determination, an amount equal to the sum (without duplication) of (a) the total of (i) the amount set forth on Schedule 8.11(b) to the Disclosure Letter, plus (ii) any Specified Extraordinary Receipts (the sum of the foregoing clauses (i) and (ii), the “Free and Clear Amount”), less (iii) the portion of the Free and Clear Amount that the Issuer has used to make any payment under Section 8.11(b) from and after the Fourth Amendment Effective Date in respect of the Eshelman Litigation on or prior to such date of determination plus (b) Qualified Equity Issuance Proceeds received by the Issuer with respect to, and prior to the making of, such payment; provided, that, in order for the Issuer to use any portion of the Free and Clear Amount to make any payment in respect of the Eshelman Litigation, a Responsible Financial Officer of the Issuer shall have delivered a certificate to the Administrative Agent (in form and substance reasonably satisfactory to the Administrative Agent), (x) certifying as to the amount of the Free and Clear Amount so used in connection with the Eshelman Litigation and (y) setting forth a calculation of the then current amount of the Free and Clear Amount after giving effect to such use. Notwithstanding the foregoing, to the extent the Issuer makes or has made the Specified 2024 Litigation Payment, the definition “Specified Litigation Amount” shall not include any amount of the Specified Extraordinary Receipts or Qualified Equity Issuance Proceeds that the Issuer is required to receive pursuant to Section 7.23(a) and use pursuant to Section 7.23(c).
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Related to Specified Litigation Amount

  • Specified Liabilities means Claims (as defined in the Indemnification Agreement).

  • Indemnified Liabilities has the meaning specified in Section 10.05.

  • Indemnified Liability means any and all claims, damages, liabilities, costs, losses, and expenses (including reasonable attorneys’ fees and all related costs and expenses) arising from or relating to any claim, suit, proceeding, demand, or action brought by an Indemnified Party against you or a third party or other User.

  • Acquisition Amount means, for an Acquired Receivable for which the Acquisition Amount is to be included in Available Funds for a Payment Date, the excess of (i) the present value of the Principal Balance of the Receivable as of the last day of the Collection Period immediately preceding the related Collection Period (calculated using the Discount Rate on the basis of a 360-day year of twelve 30-day months and assuming each amount is received at the end of the Collection Period in which the amount is scheduled to be received) over (ii) all cash collections and any other cash proceeds received by the Issuer on the related Receivable from (but excluding) the last day of the Collection Period immediately preceding the related Collection Period to the day on which such Receivable becomes an Acquired Receivable.

  • Transaction Amount means the aggregate value of all of the issued and outstanding REIT Shares using a per share value equal to the per share value paid to the Stockholders in an Extraordinary Transaction. Transfer has the meaning set forth in Section 9.2(a) hereof. Value means, with respect to REIT Shares, the average of the daily market price of such REIT Share for the ten (10) consecutive trading days immediately preceding the date of such valuation. The market price for each such trading day shall be: (i) if the REIT Shares are Listed, the sale price, regular way, on such day, or if no such sale takes place on such day, the average of the closing bid and asked prices, regular way, on such day; (ii) if the REIT Shares are not Listed, the last reported sale price on such day or, if no sale takes place on such day, the average of the closing bid and asked prices on such day, as reported by a reliable quotation source designated by the General Partner; or (iii) if the REIT Shares are not Listed and no such last reported sale price or closing bid and asked prices are available, the average of the reported high bid and low asked prices on such day, as reported by a reliable quotation source designated by the General Partner, or if there shall be no bid and asked prices on such day, the average of the high bid and low asked prices, as so reported, on the most recent day (not more than ten (10) days prior to the date in question) for which prices have been so reported; provided that if there are no bid and asked prices reported during the ten (10) days prior to the date in question, the value of the REIT Shares shall be determined by the General Partner acting in good faith on the basis of such quotations and other information as it considers, in its reasonable judgment, appropriate. In the event the REIT Shares Amount includes rights that a holder of REIT Shares would be entitled to receive, then the value of such rights shall be determined by the General Partner acting in good faith on the basis of such quotations and other information as it considers, in its reasonable judgment, appropriate.

  • Indemnified Amount has the meaning set forth in Section 8.01.

  • Indemnified Losses is defined in Section 5.03 of the Servicing Agreement.

  • Valuation Amount means, in respect of each Vessel, the value thereof as most recently determined under clause 8.2.2; and

  • Specified Amount of a Component Currency shall mean the number of units of such Component Currency or fractions thereof which were represented in the relevant currency unit on the Conversion Date. If after the Conversion Date the official unit of any Component Currency is altered by way of combination or subdivision, the Specified Amount of such Component Currency shall be divided or multiplied in the same proportion. If after the Conversion Date two or more Component Currencies are consolidated into a single currency, the respective Specified Amounts of such Component Currencies shall be replaced by an amount in such single currency equal to the sum of the respective Specified Amounts of such consolidated Component Currencies expressed in such single currency, and such amount shall thereafter be a Specified Amount and such single currency shall thereafter be a Component Currency. If after the Conversion Date any Component Currency shall be divided into two or more currencies, the Specified Amount of such Component Currency shall be replaced by amounts of such two or more currencies, having an aggregate Dollar Equivalent value at the Market Exchange Rate on the date of such replacement equal to the Dollar Equivalent of the Specified Amount of such former Component Currency at the Market Exchange Rate immediately before such division, and such amounts shall thereafter be Specified Amounts and such currencies shall thereafter be Component Currencies. If, after the Conversion Date of the relevant currency unit, a Conversion Event (other than any event referred to above in this definition of “Specified Amount”) occurs with respect to any Component Currency of such currency unit and is continuing on the applicable Valuation Date, the Specified Amount of such Component Currency shall, for purposes of calculating the Dollar Equivalent of the Currency Unit, be converted into Dollars at the Market Exchange Rate in effect on the Conversion Date of such Component Currency.

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

  • Non-Lead Securitization Determination Date means the “determination date” (or any term substantially similar thereto) as defined in the related Non-Lead Securitization Servicing Agreement.

  • Calculation Amount means the amount specified as such on the face of any Note, or if no such amount is so specified, the Denomination Amount of such Note as shown on the face thereof;

  • Indemnified Amounts The meaning specified in Section 10.1(a).

  • Specified Legal Expenses means, to the extent not constituting an extraordinary, non-recurring or unusual loss, charge or expense, all attorneys’ and experts’ fees and expenses and all other costs, liabilities (including all damages, penalties, fines and indemnification and settlement payments) and expenses paid or payable in connection with any threatened, pending, completed or future claim, demand, action, suit, proceeding, inquiry or investigation (whether civil, criminal, administrative, governmental or investigative).

  • Transaction Notional Amount means (A) in respect of any Transaction that is a cross currency hedge, the Base Currency Equivalent of the Currency Amount applicable to Party A’s payment obligations and (B) in respect of any other Transaction, the Base Currency Equivalent of the Notional Amount.

  • Allocation Amount means, as of the Closing Date, the Series 2023-1 Stated Principal Amount and on any date of determination thereafter, the sum of, without duplication, (a) the Allocation Amount determined as of the later of the Closing Date or the date of determination immediately prior to the then current date of determination, plus (b) the amount of all increases in the Series 2023-1 Stated Principal Amount resulting from the issuance of additional Series 2023-1 Notes since the prior date of determination, plus (c) all reimbursements, as provided in Section 4.04(e) or otherwise, of reductions in the Allocation Amount due to Investor Charge- Offs or Reallocated Principal Collections since the prior date of determination, minus (d) the amount of the reduction in the Allocation Amount due to Investor Charge-Offs since the prior date of determination, determined as set forth in Section 4.07, minus (e) the amount of the reduction in the Allocation Amount due to the application of Reallocated Principal Collections since the prior date of determination, determined as set forth in Section 4.08, minus (f) the amount deposited into the Principal Funding Account or (without duplication) deposited into the Distribution Account pursuant to Section 4.05(c) or paid to the Series 2023-1 Noteholders (in each case, after giving effect to any deposits, allocations, reallocations or withdrawals to be made on that day) since the prior date of determination; provided, however, that (1) the Allocation Amount may never be less than zero, (2) the Allocation Amount may never be greater than the Adjusted Outstanding DollarPrincipal Amount and (3) if there is a sale of Collateral in accordance with Section 4.14, the Allocation Amount will be reduced to zero upon such sale.

  • Tax Limitation Amount means the maximum amount which may be placed as the Appraised Value on the Applicant’s Qualified Property for maintenance and operations tax assessment in each Tax Year of the Tax Limitation Period of this Agreement pursuant to Section 313.054 of the TEXAS TAX CODE.

  • Party A Interim Exchange Amount In respect of each Interim Exchange Date, an amount in Dollars equal to the principal amount of the Relevant Notes redeemed on such Interim Exchange Date.

  • Auction Amount has the meaning assigned to such term in the definition of “Dutch Auction”.

  • Reference Amount In relation to (a) any Term Obligation, the Outstanding Principal Amount thereof and (b) any Committed Obligation, the Commitment Amount thereof. Utilization Amount: In relation to any Calculation Period, the daily average of the Portfolio Notional Funded Amount during such Calculation Period. Maximum Portfolio Notional Amount: USD750,000,000, or such greater amount as the parties may agree to in writing. Minimum Portfolio Notional Amount: 80% of the Maximum Portfolio Notional Amount. Business Day: New York Business Day Convention: Following (which shall apply to any date specified herein for the making of any payment or determination or the taking of any action which falls on a day that is not a Business Day). If any anniversary date specified herein would fall on a day on which there is no corresponding day in the relevant calendar month, then such anniversary date shall be the last day of such calendar month. Floating Rate Index: Whenever in this Confirmation reference is made to any Floating Rate Option (including any floating rate index specified in any Reference Obligation Credit Agreement) or to USD-LIBOR-BBA (each, a "Floating Rate Index"), in no event may such Floating Rate Index be less than zero. In addition, with respect to any Counterparty First Floating Amount, if payment of interest on a Reference Obligation (or any portion thereof) is subject to the payment of a specified minimum rate regardless of the level of the relevant Floating Rate Index, then, without limiting the effect of the preceding sentence, such Floating Rate Index will be determined without regard to such specified minimum rate. Monthly Period: Each period from and including the 12th day of any calendar month to but excluding the same day of the immediately succeeding calendar month. Calculation Agent: Citibank; provided that, if an Event of Default described in Section 5(a)(vii) occurs with respect to Citibank as Defaulting Party and no Event of Default has occurred with respect to Counterparty as Defaulting Party, then Counterparty may designate any of Bank of America, NA, The Bank of Montreal, Barclays Bank plc, Canadian Imperial Bank of Commerce, Credit Suisse, Deutsche Bank AG, JPMorgan Chase Bank, N.A., UBS AG and Xxxxx Fargo Bank, National Association as Calculation Agent, which designation shall be effective only (a) if such designated entity accepts such appointment and agrees to perform the duties of the Calculation Agent hereunder and (b) so long as such Event of Default with respect to Citibank as Defaulting Party continues. Unless otherwise specified, the Calculation Agent shall make all determinations, calculation s and adjustments required pursuant to this Confirmation in good faith and on a commercially reasonable basis. Calculation Agent City: New York Initial Price: In relation to any Reference Obligation (and the related Transaction), the Initial Price specified in Annex I. The Initial Price will be determined as of the related Obligation Trade Date exclusive of accrued interest and will be expressed as a percentage of the Reference Amount. The Initial Price will be determined exclusive of Costs of Assignment that would be incurred by a buyer in connection with any purchase of the Reference Obligation and exclusive of any Delay Compensation.

  • Excluded Amount means, as of any date of determination, with respect to any Asset: (a) any amount that is attributable to the reimbursement of payment by the applicable Borrower of any tax, fee or other charge imposed by any Governmental Authority on such Asset, (b) any interest or fees (including origination, agency, structuring, management or other up-front fees) that are for the account of the applicable Person from whom the applicable Borrower purchased such Asset, (c) any reimbursement of insurance premiums relating to such Asset, (d) any escrows relating to taxes, insurance and other amounts in connection with such Asset which are held in an escrow account for the benefit of the applicable Borrower pursuant to escrow arrangements under the Investment Documents and (e) any amount deposited into the Asset Account in error.

  • Servicer Indemnified Amounts has the meaning set forth in Section 13.02(a).

  • Investor Uncovered Dilution Amount means an amount equal to the product of (x) the Series Allocation Percentage for the related Monthly Period (determined on a weighted average basis, if one or more Reset Dates occur during that Monthly Period), times (y) the aggregate Dilutions occurring during that Monthly Period as to which any deposit is required to be made to the Excess Funding Account pursuant to Section 3.9(a) of the Transfer and Servicing Agreement or Section 3.9(a) of the Pooling and Servicing Agreement but has not been made; provided that, if the Transferor Amount is greater than zero at the time the deposit referred to in clause (y) is required to be made, the Investor Uncovered Dilution Amount for such amount to be deposited shall be deemed to be zero.

  • Qualified Liquidation The meaning set forth from time to time in the definition thereof at Section 860F(a)(4) of the Code (or any successor statute thereto) and applicable to the Trust.

  • Qualified license means a valid support agreement to include Embedded Maintenance with SAP

  • Class A-X Notional Amount With respect to any Distribution Date, an amount equal to the aggregate Scheduled Principal Balance of the Non-Discount Mortgage Loans.