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).
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.
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).

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.

  • 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.

  • 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.

  • 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.

  • 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.

  • Y/N SECOND INCENTIVE THRESHOLD EVENT 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 2.5 times the Incentive Threshold Base Amount and (b) the Incentive Threshold (for Second Incentive Threshold Event) 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%.

  • 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.

  • Release Amount has the meaning set forth in Section 4.3(f).

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

  • 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).

  • Hurdle Amount for any period during a calendar year means that amount that results in a 5% annualized internal rate of return on the Net Asset Value of the Partnership Units outstanding at the beginning of the then-current calendar year and all Partnership Units issued since the beginning of the then-current calendar year, taking into account the timing and amount of all distributions accrued or paid (without duplication) on all such Partnership Units and all issuances of Partnership Units over the period and calculated in accordance with recognized industry practices. The ending Net Asset Value of the Partnership Units used in calculating the internal rate of return will be calculated before giving effect to any allocation or accrual to the Performance Participation Interest and any applicable stockholder servicing fee expenses, provided that the calculation of the Hurdle Amount for any period will exclude any Partnership Units repurchased during such period, which Partnership Units will be subject to the Performance Participation Interest upon such repurchase as described in Section 5.2(c).

  • 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.

  • Minimum Purchase Amount means an amount that would be sufficient to (i) reduce the Outstanding Amount of each class of Notes on such Distribution Date to zero and (ii) pay to the respective Noteholders the Class A Noteholders’ Interest Distribution Amount and the Class B Noteholders’ Interest Distribution Amount payable on such Distribution Date.