Threshold Base Amount definition

Threshold Base Amount means at any relevant time the sum of all prior amounts paid by all Parties under Section 5.1(a), Section 9.3(a) and Section 9.3(c), but for the avoidance of doubt not including any amounts paid or required to be paid by one Party to another Party pursuant to such sections (so as to avoid duplication of amounts included herein); provided, however, that such amount shall not include any amount paid with respect to the Brinks Separation Transaction Tax Contingencies, the Broadview Acquisition Transaction Tax Contingencies, the Trident Fountain Chile Transactions Tax Contingencies, Timing Items, Section 7.4, or the items specified on Section 1.1(146) (up to the amount shown on such schedule); provided, further, that such sum shall be reduced by Shared Refunds actually received by any Party (it being understood by the Parties that such a reduction could result in a Threshold Base Amount that is below zero).
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Threshold Base Amount means, as of any date of determination and with respect to each Unit, the excess, if any, of (x) the Capital Amount over (y) the aggregate amount (or the Net Agreed Value of any distribution in kind) of distributions of proceeds (as identified by the Board) from a Significant Transaction made pursuant to Section 6.3(b) in respect of a Unit following the date hereof and prior to such date of determination, as adjusted for any distributions, subdivision or combination of Units.
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Threshold Base Amount means at any relevant time the sum of all prior amounts paid by all Parties under Section 5.1(a), Section 9.3(a) and Section 9.3(c), but for the avoidance of doubt not including any amounts paid or required to be paid by one Party to another Party pursuant to such sections (so as to avoid duplication of amounts included herein); provided, however, that such amount shall not include any amount paid with respect to the Brinks Separation Transaction Tax Contingencies, the Broadview Acquisition Transaction Tax Contingencies, Timing Items, Section 7.4, or the items specified on Schedule 1.1(146) (up to the amount shown on such schedule); provided, further, that such sum shall be reduced by Shared Refunds actually received by any Party (it being understood by the Parties that such a reduction could result in a Threshold Base Amount that is below zero).
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Examples of Threshold Base Amount in a sentence

  • The “First Incentive Threshold Event” shall occur as of a Distribution Date if (A) the aggregate distributions made to the Private Owner pursuant to Section 6.6(b)(ii) as of such Distribution Date is equal to or greater than the product of two (2.0) and the Incentive Threshold Base Amount, and (B) the Incentive Threshold as of such Distribution Date (determined based on the Threshold Increase Amount for the First Incentive Threshold Event) is equal to zero.

  • The “Second Incentive Threshold Event” shall occur as of a Distribution Date if (A) the aggregate distributions made to the Private Owner pursuant to Section 6.6(b)(ii) as of such Distribution Date is equal to or greater than the product of two and one-half (2.5) and the Incentive Threshold Base Amount, and (B) the Incentive Threshold as of such Distribution Date (determined based on the Threshold Increase Amount for the Second Incentive Threshold Event) is equal to zero.

  • On a quarterly basis or as otherwise agreed by the Parties, Trident shall prepare and deliver to the other Parties a schedule documenting the sum of all payments, Refunds or other amounts included in the most current determination of the Threshold Base Amount.

  • Liability for the audit payment in excess of the Non-Income Tax Threshold Base Amount shall be determined by applying these percentages to such excess amount.

  • On a quarterly basis or as otherwise agreed by the Parties, (i) Tyco shall prepare and deliver to ADT NA a schedule documenting the sum of all payments, Refunds or other amounts included in the most current determination of the Non-Income Tax Threshold Base Amount, and (ii) ADT NA shall prepare and deliver to Tyco a schedule documenting the sum of all payments, Refunds or other amounts included in the most current determination of the ADT Canada Non-Income Tax Threshold Base Amount.

  • To the extent that a Sales or Use Tax Audit Final Determination results in Tyco for the first time exceeding its Non-Income Tax Threshold Base Amount, the amount that exceeds the Non-Income Tax Threshold Base Amount shall be prorated among the Parties based on a percentage of the Sales or Use Tax errors related to a particular billing system over the total errors identified in the Audit as if the entire Audit had exceeded the Non-Income Tax Threshold Base Amount.

  • WHEREAS, 18A:18A-3 permits a board of education to authorize its purchasing agent to award contracts that do not exceed in a contract year, the annual limit as established by the Governor; and WHEREAS, local boards of education have been advised by the Local Finance Board that the Governor has authorized the following bid and quotations thresholds, Bid Threshold Quotation Threshold Base Amount $29,000 $4,350 With Qualified Purchasing Agent $40,000 $6,000 WHEREAS, Theresa L.

  • The “Incentive Threshold Event” shall occur as of a Distribution Date if (A) the aggregate distributions made to the Private Owner pursuant to Section 6.6(b)(ii) as of such Distribution Date is equal to or greater than the product of two (2.0) and the Incentive Threshold Base Amount, and (B) the Incentive Threshold as of such Distribution Date (determined based on the Threshold Increase Amount for the Incentive Threshold Event) is equal to zero.

  • Occurs as of a Distribution Date if: (a) the aggregate distributions made to the Private Owner in respect of its LLC interest are equal to or greater than 2 times the Incentive Threshold Base Amount and (b) the Incentive Threshold (for First Incentive Threshold Event) is equal to zero.

  • The “Incentive Threshold Event” shall occur as of a Distribution Date if (A) the aggregate distributions made to the Private Owner (including any amounts that were deposited into the Special Reserve Account that would have otherwise been distributed to the Private Owner) pursuant to the Priority of Payments as of such Distribution Date is equal to or greater than the product of two and the Incentive Threshold Base Amount, and (B) the Incentive Threshold as of such Distribution Date is equal to zero.

Related to Threshold Base Amount

  • Base Amount shall have the meaning set forth in section 280G(b)(3) of the Code.

  • Threshold means with respect to Party B: infinity.

  • Borrowing Base Amount means:

  • VWAP Minimum Price Threshold means, with respect to any particular VWAP Purchase Notice, the Sale Price on the VWAP Purchase Date equal to the greater of (i) 80% of the Closing Sale Price on the Business Day immediately preceding the VWAP Purchase Date or (ii) such higher price as set forth by the Company in the VWAP Purchase Notice.

  • Threshold Percentage means 15%.

  • Annual Specified Amount means $400,000 escalated on each Anniversary Date by the percentage by which the CPI last published prior to such Anniversary Date has increased over the CPI last published prior to the grant of the Burswood Casino Licence.

  • Target Amount is defined in Section 4.3(b)(i).

  • Minimum Threshold means the average daily yield on the 10 Year Treasury Note (as reported in the Bloomberg GT10 index) over the Award Period.

  • Aggregate Targeted Balance With respect to any group of Targeted Principal Classes or Components and any Distribution Date, the amount set forth for such group for such Distribution Date in Schedule V hereto.

  • M3 Target Amount With respect to any Distribution Date, an amount equal to the lesser of (a) the product of (i) 85.50% and (ii) the Pool Balance for such Distribution Date and (b) the amount, if any, by which (i) the Pool Balance for such Distribution Date exceeds (ii) 0.50% of the Cut-off Date Balance.

  • Release Amount means, for a Property, the following applicable amount together with any other amounts specified in Section 2.4.4:

  • Minimum Cash Amount shall have the meaning set forth in Section 6.2(iv).

  • Aggregate Overcollateralization Release Amount With respect to any Distribution Date, the lesser of (x) the aggregate of the Principal Remittance Amounts for each Mortgage Pool for such Distribution Date and (y) the amount, if any, by which (i) the Overcollateralization Amount for such date, calculated for this purpose on the basis of the assumption that 100% of the aggregate of the Principal Remittance Amounts for such Distribution Date is applied on such date in reduction of the aggregate Certificate Principal Amount of the Certificates, exceeds (ii) the Targeted Overcollateralization Amount for such Distribution Date.

  • M2 Target Amount With respect to any Distribution Date, an amount equal to the lesser of (a) the product of (i) 81.50% and (ii) the Pool Balance for such Distribution Date and (b) the amount, if any, by which (i) the Pool Balance for such Distribution Date exceeds (ii) 0.50% of the Cut-off Date Balance.

  • M1 Target Amount With respect to any Distribution Date, an amount equal to the lesser of (a) the product of (i) 70.00% and (ii) the Pool Balance for such Distribution Date and (b) the amount, if any, by which (i) the Pool Balance for such Distribution Date exceeds (ii) 0.50% of the Cut-off Date Balance.

  • Daily Maximum Cash Amount means, with respect to the conversion of any Note, the quotient obtained by dividing (A) the Specified Dollar Amount applicable to such conversion by (B) forty (40).

  • Servicing Base Amount shall have the meaning specified in Section 3.01.

  • Senior Target Amount With respect to each Distribution Date, an amount equal to the lesser of (a) the product of (i) 77.30% and (ii) the Aggregate Loan Balance for such Distribution Date determined as of the last day of the related Collection Period and (b) the amount, if any, by which (i) the Aggregate Loan Balance for such Distribution Date determined as of the last day of the Collection Period exceeds (ii) 0.50% of the Cut-off Date Balance.

  • M4 Target Amount With respect to any Distribution Date, an amount equal to the lesser of (a) the product of (i) 84.30% and (ii) the Aggregate Pool Balance for such Distribution Date determined as of the last day of the related Collection Period and (b) the amount, if any, by which (i) the Aggregate Pool Balance for such Distribution Date determined as of the last day of the related Collection Period exceeds (ii) the Targeted Overcollateralization Amount.

  • Hurdle Amount means for the applicable period, an amount equal to 5.0% of the Beginning VPU.

  • Target Value shall have the meaning stated in Section 7.2 of Schedule D to this Agreement.

  • Threshold Price is the lowest price (except to the extent otherwise provided in Section 2.6) at which the Company may sell Shares during the applicable Pricing Period as set forth in a Fixed Request Notice (not taking into account the applicable percentage discount during such Pricing Period determined in accordance with Section 2.2); provided, however, that at no time shall the Threshold Price be lower than $3.00 per share unless the Company and the Investor mutually shall agree.

  • Overcollateralization Release Amount With respect to any Distribution Date, the lesser of (x) the Principal Remittance Amount for such Distribution Date and (y) the Excess Overcollateralized Amount.

  • Unrestricted Cash Amount means, as to any Person on any date of determination, the amount of (a) unrestricted Cash and Cash Equivalents of such Person whether or not held in an account pledged to the Collateral Agent and (b) Cash and Cash Equivalents of such Person restricted in favor of the Facilities (which may also include Cash and Cash Equivalents securing other Indebtedness secured by a Lien on any Collateral along with the Facilities), in each case as determined in accordance with GAAP; it being understood and agreed that proceeds subject to Escrow shall be deemed to constitute “restricted cash” for purposes of the Unrestricted Cash Amount.

  • LTM EBITDA means Consolidated EBITDA of the Company measured for the period of the most recent four consecutive fiscal quarters ending prior to the date of such determination for which internal consolidated financial statements of the Company are available, in each case with such pro forma adjustments giving effect to such Indebtedness, acquisition or Investment, as applicable, since the start of such four quarter period and as are consistent with the pro forma adjustments set forth in the definition of “Fixed Charge Coverage Ratio.”

  • Trigger Amount with respect to Extraordinary Trust Expenses for the Trust is $25,000 and the Maximum Reimbursable Amount is $100,000. The Trustee Fee will be paid by the Expense Administrator. Expenses will be reimbursed by the Expense Administrator in accordance with the Expense Administration Agreement.