Subordinated Management Fees definition

Subordinated Management Fees means the management fees payable pursuant to the Management Services Agreement which in the event of a bankruptcy of the Company shall be subordinated to the prior payment in full, in cash, of all Obligations due in respect of the Notes (including interest after the commencement of any bankruptcy proceeding at the rate specified in the Notes) and payment of which shall be suspended during the continuance of a payment default in respect of the Notes.

Subordinated Management Fees shall have the meaning given such term in the Railcar Management Agreement.

Subordinated Management Fees means any amount in excess of four percent (4%) of revenues of a Facility as more specifically defined in the Management Agreement for such Facility.

Examples of Subordinated Management Fees in a sentence

• Should any payment on account of, or any -------------------- collateral for any part of, the Subordinated Management Fees be received by Junior Claimant in violation of this Agreement, such payment or collateral shall be delivered forthwith to Collateral Agent on behalf of the Senior Claimants by the recipient for application to Senior Claims, in the form received.

• No prior election to defer the payment of all or a portion of the Base Management Fees or the Subordinated Management Fees on a Payment Date shall imply a similar election on a subsequent Payment Date.

• After the commencement of any such Proceeding, Junior Claimant may inquire of Collateral Agent in writing whether Collateral Agent intends to exercise the foregoing rights with respect to the Subordinated Management Fees.

• Notwithstanding the time of filing, attachment or -------------- recording of any document or other instrument, it is agreed by Junior Claimant that any liens arising under or pursuant to the Financing Documents shall be senior to any liens arising in favor of Junior Claimant as part of or relating to the Subordinated Management Fees.

• The Base Management Fee and, the Subordinated Management Fee and the Incentive Fee, including any Deferred Base Management Fees or Deferred Subordinated Management Fees (including, in the case of Deferred Subordinated Management Fees, any interest thereon), in each case that have not been repaid.

More Definitions of Subordinated Management Fees

Subordinated Management Fees means management and other fees pursuant to a TAMSA that are not Technical Assistance and Management Services Fees.

Subordinated Management Fees shall have the meaning assigned to such term in Section 5.2.11 hereof.

Subordinated Management Fees means fifty percent (50%) of the Management Fee and other fees and amounts due to the Management Company under the Management Agreement as such amounts become due and payable.

Subordinated Management Fees convert the Subordinated Management Fees provided for under clause 23.3(e)(ii)(1) (Application of moneys on the Proceeds and Revenue Accounts) of the Facility Agreement into Subordinated Loans.

Subordinated Management Fees means management fees not in excess of $300,000 per annum, provided that such management fee may increase by an amount equal to $300,000 per annum upon the consummation of each acquisition by the Company or any of its Restricted Subsidiaries of all of the Capital Stock of any Person or all or substantially all of the assets or any business unit or division of any Person, in each case, engaged primarily in a Permitted Business and such Person becomes a Restricted Subsidiary or such assets, business unit or division are acquired by a Restricted Subsidiary subject to a maximum aggregate amount of management fees of $2,000,000 in any twelve-month period, which in the event of a bankruptcy of the Company shall be subordinated to the prior payment in full, in cash, of all Obligations due in respect of the Notes (including interest after the commencement of any bankruptcy proceeding at the rate specified in the Notes) and payment of which shall be suspended during the continuance of a payment default in respect of the Notes.

Subordinated Management Fees shall have the meaning set forth in the Loan ---------------------------- Agreement.

Subordinated Management Fees shall have the meaning given such term in the Railcar Management Agreement. “Subsidiary” means, as to any particular parent corporation or organization, any other corporation or organization more than 50% of the outstanding Voting Stock of which is at the time directly or indirectly owned by such parent corporation or organization or by any one or more other entities which are themselves subsidiaries of such parent corporation or organization. Unless otherwise expressly noted herein, the term “Subsidiary” means a Subsidiary of the Borrower or of any of its direct or indirect Subsidiaries. “Taxes” means any and all present or future taxes, levies, imposts, duties, deductions, withholdings (including backup withholding), assessments, fees or other charges imposed by any Governmental Authority, including any interest, additions to tax, liabilities or penalties applicable thereto. “Term Credit” means the credit facility for the Term Loans described in Section 2.1. “Term Loan” is defined in Section 2.1. ‑33‑ “Term Loan Commitment” means, as to any Lender, the obligation of such Lender to make its Term Loan pursuant to Section 2.1 and in the principal amount not to exceed the amount set forth opposite such Lender’s name on Schedule 1 attached hereto and made a part hereof, as such Schedule 1 may be amended to include an Incremental Term Loan Commitment in accordance with Section 2.1(d). “Term Loan Percentage” means the percentage of the aggregate outstanding principal amount of Loans represented by the Loans held by such Lender. “Term Note” is defined in Section 2.8(d). “Test Date” means each date selected by the Borrower on which an Appraisal of the Equipment owned by the Borrower is conducted pursuant to Section 6.2. “Test Period” means, for each annual period starting on the Closing Date, the period commencing on the thirtieth (30th) day prior to the next succeeding anniversary of the Closing Date and ending on (but excluding) each such anniversary date. “UCC” is defined in Section 1.2. “Unfunded Vested Liabilities” means, for any Plan at any time, the amount (if any) by which the present value of all vested nonforfeitable accrued benefits under such Plan exceeds the fair market value of all Plan assets allocable to such benefits, all determined as of the then most recent valuation date for such Plan, but only to the extent that such excess represents a potential liability of a member of the Controlled Group to the PBGC or the Plan under Title IV of ERISA. “U...