Termination Payment Amount means, as of any given Termination Settlement Date, the sum of (a) the Funded Amount, (b) to the extent that the Aggregate Unreimbursed Purchase Discount has not been paid in full, the Accrued Aggregate Unreimbursed Purchase Discount and (c) any other amounts owing to the Administrative Agent or any Purchaser by a Seller under this Agreement as of such Termination Settlement Date.
Termination Payment Amount has the meaning set forth in Section 5(f).
Termination Payment Amount shall have the meaning ascribed in Article 6.3(c) hereof.
Examples of Termination Payment Amount in a sentence
The Party owing the Termination Payment Amount shall make payment to the other Party of the Termination Payment Amount on or prior to the fifth Business Day following receipt of the Final Invoice.
In such case, the Sponsor will pay no Termination Payment Amount to the Marketing Agent.
If there are insufficient Collections in the Collection Account to pay the full amount due and owing to the Administrative Agent and the Purchasers, then after applying such Collections to the payment of the Termination Payment Amount (and, to the extent of available funds, the Administration Fee), any remaining shortfall shall be paid directly by the Seller Representative or the applicable Seller from its general funds by deposit into the Administrative Agent’s Account.
On each Termination Settlement Date, the Seller Representative or any applicable Seller shall apply Collections held in the Collection Accounts in accordance with the following procedure: the Seller Representative or any applicable Seller will pay the Termination Payment Amount and the Administration Fee to the Administrative Agent from Collections in the Collection Accounts.
Upon payment in full of the Termination Payment Amount and the Administration Fee, the Seller Representative or the applicable Seller shall be permitted to withdraw any and all Collections remaining in the Collection Accounts on such Termination Settlement Date (other than any Collections that are transferred from an Existing Account to the Collection Accounts on such Termination Settlement Date).
More Definitions of Termination Payment Amount
Termination Payment Amount. For each Payment Date, an amount in USD equal to the product of the Applicable Number of Options for such Payment Date and the Termination Value for such Payment Date, as set forth in the Calculation Agent’s Notice for the related Purchase Date. Applicable Number of Options: For each Payment Date, the Number of Purchased Convertible Notes for such Payment Date, as set forth in the Calculation Agent’s Notice for the related Purchase Date.
Termination Payment Amount means, as of any given Termination Settlement Date, the sum of (a) the Funded Amount, (b) to the extent that the Aggregate Unreimbursed Purchase Discount has not been paid in full, the Accrued Aggregate Unreimbursed Purchase Discount and (c) any other amounts owing to the Administrative Agent or any Purchaser by a Seller under this Agreement as of such Termination Settlement Date. “Termination Settlement Date” means the Termination Date, and each Tuesday and Thursday following the Termination Date; provided, however, that (a) if a Termination Settlement Date falls on a day that is not a Business Day, then the Termination Settlement Date shall be the next following Business Day, (b) the Administrative Agent may, by written notice to the Seller Representative, increase the frequency of Termination Settlement Dates (such that, in addition to each Tuesday and Thursday, a Termination Settlement Date may occur on a Monday, Wednesday and/or Friday, as directed by the Administrative Agent in its sole discretion) and (c) the final Termination Settlement Date shall occur on the Final Collection Date. “Total Available Funding Amount” means the Aggregate Commitments minus the Total Outstanding Amount. “Total Outstanding Amount” means, as of any date of determination, the result of (i) the Net Face Values of all Eligible Receivables (for each Purchased Receivable, such Net Face Value being determined as of the Purchase Date therefor) minus (ii) all Collections received and deposited in the Administrative Agent’s Account in connection with such Eligible Receivables. “U.S. Government” means the federal government of the United States of America. “UCC” means the Uniform Commercial Code as from time to time in effect in the State of New York; provided, if by reason of mandatory provisions of Law, the perfection, the effect of perfection or non-perfection or the priority of the security interests of the Administrative Agent is governed by the Uniform Commercial Code as in effect in a jurisdiction other than New York, the term “UCC” shall mean the Uniform Commercial Code as in effect in such other jurisdiction for purposes of the provisions hereof relating to such perfection, effect of perfection or non-perfection or priority. “UCC Information” means the information set forth on Schedule B. “Unused Fee” as defined in Section 3.6. Section 1.1.
Termination Payment Amount has the meaning specified in Article 11.2(f).
Termination Payment Amount means an amount equal to five (5) years of the Marketing Agent Fees that would be paid with respect to the Trust (i.e., 15 basis points of the daily Adjusted Net Asset Value up to and including thirty billion dollars ($30,000,000,000) and 10 basis points of the daily Adjusted Net Asset Value over thirty billion dollars ($30,000,000,000)), calculated using the daily Adjusted Net Asset Value average of the Trust for the 6 month period immediately preceding the Termination Date.
Termination Payment Amount. An amount in USD equal to the product of the Applicable Number of Warrants and the Termination Value.
Termination Payment Amount means an amount equal to three (3) times the average of the gross fee revenue (including, but not limited to, revenue from property management fees, asset management fees, structuring fees, placement fees and acquisition fees, but excluding property management reimbursement payments and other reimbursement payments) received by the Management Parties from the NADG REIT Parties in accordance with the OP LPA (or any Affiliate Agreement entered into in accordance with the OP LPA) during each of the three (3) trailing 12-month periods preceding the date of the Exit Transaction; provided that, solely for purposes of calculating the aggregate placement and structuring fees payable during the period from January 1, 2023 through the abandonment of the IPO (the “IPO Pursuit Period”), the amount of such placement and structuring fees shall be deemed to be equal to the greater of (x) the actual amount of placement and structuring fees paid by the NADG REIT Parties to the Management Parties during the IPO Pursuit Period, and (y) the average of the total placement and structuring fees paid by the NADG REIT Parties to the Management Parties during the calendar year 2021 and the calendar year 2022, divided by twelve (12) and then multiplied by the number of months (or partial months) in the IPO Pursuit Period. The rights provided in this Section 7.11(a) (the “Termination Payment Rights”) are intended to continue to apply following the termination of this Agreement for any reason.
Termination Payment Amount means: (1) the sum of (A) the product of (i) the sum of the amount of actual EBITDA of the Company Business Unit generated from the beginning of the Earn-out Period until the Termination Date, plus, the Present Value of Projected EBITDA, multiplied by (ii) twenty-five percent (0.25), plus (B) the Earn-out Accrued Interest calculated pursuant to Section 1.7(i) as of the Termination Date, and (C) if the Termination occurs prior to the date of payment of the Initial Earn-out Payment, then plus the Projected Revenue; or (2) such other amount as mutually agreed upon in good faith by the Buyer and the Stockholders’ Representative at such time.