Transaction Revenue Sharing Payment definition

Transaction Revenue Sharing Payment means any amounts payable, from time to time, to any Ground Lessor, whether as revenue sharing under any Ground Lease, as percentage rent, as an additional lump sum payment, as a fixed periodic increase in rent or otherwise, in each case resulting from the payment contemplated by Section 2.2(c) and Section 3.2, or the payment of rent contemplated by the MLAs; provided, however, that “Transaction Revenue Sharing Payment” shall not include any such payments payable to Acquiror or its Affiliate(s) with respect to any Sites (i) that are owned by Acquiror or its Affiliate(s) or with respect to which Acquiror or its Affiliate(s) is the Ground Lessor immediately prior to the applicable Closing or (ii) that are acquired by Acquiror or its Affiliate(s) after the applicable Closing Date so long as no such payments were paid to the applicable Ground Lessor, or asserted (with a reasonable basis therefor) by the applicable Ground Lessor to be payable to it, with respect to such Sites prior to the acquisition thereof by Acquiror or its Affiliate(s).
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Transaction Revenue Sharing Payment means any amounts payable, from time to time, to any Ground Lessor, whether as revenue sharing under the terms of any Ground Lease (as in effect as of the Effective Date), as percentage rent, as an additional lump sum payment, as a fixed periodic increase in rent or otherwise, in each case resulting from the payment contemplated by Section 2.2(a), the payment of rent contemplated by the SM Ground Space Lease, or otherwise in accordance with the terms of any Ground Lease. For the avoidance of doubt, Transaction Revenue Sharing Payments do not exist prior to the Initial Closing Date and, by definition, would only first arise, if at all, at or after the Initial Closing.
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Transaction Revenue Sharing Payment means any amounts payable, from time to time, to any Ground Lessor, whether as revenue sharing under any Ground Lease, as percentage rent, as an additional lump sum payment, a fixed periodic increase in rent or otherwise, in connection with or relating to the execution and delivery of this Agreement or any Collateral Agreement or the consummation of any of the transactions contemplated by this Agreement or any Collateral Agreement; provided, however, that “Transaction Revenue Sharing Payment” shall not include any such payments payable to Crown or its Affiliate(s) with respect to any Sites (i) that are owned by Crown or its Affiliate(s) or with respect to which Crown or its Affiliate(s) is the Ground Lessor immediately prior to the Applicable Closing or (ii) that are acquired by Crown or its Affiliate(s) after the Applicable Closing Date, so long as no such payments were paid to the applicable Ground Lessor, or asserted by the applicable Ground Lessor to be payable to it, with respect to such Sites prior to the acquisition thereof by Crown or its Affiliate(s).
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Examples of Transaction Revenue Sharing Payment in a sentence

  • Each Party shall further promptly notify the other Parties in the event that any Ground Lessor makes a claim or demand for a Transaction Revenue Sharing Payment.


More Definitions of Transaction Revenue Sharing Payment

Transaction Revenue Sharing Payment means any amounts payable, from time to time, to any Ground Lessor, whether as revenue sharing under any Ground Lease, as percentage rent, as an additional lump sum payment, as a fixed periodic increase in rent or otherwise, in each case resulting from the payment contemplated by S ection 2.2(c) and S ection 3.2, or the payment of rent contemplated by the MLAs; provided, h owever, that “Transaction Revenue Sharing Payment” shall not include any such payments payable to Acquiror or its Affiliate(s) with respect to any Sites (i) that are owned by Acquiror or its Affiliate(s) or with respect to which Acquiror or its Affiliate(s) is the Ground Lessor immediately prior to the applicable Closing or (ii) that are acquired by Acquiror or its Affiliate(s) after the applicable Closing Date so long as no such payments were paid to the applicable Ground Lessor, or asserted (with a reasonable basis therefor) by the applicable Ground Lessor to be payable to it, with respect to such Sites prior to the acquisition thereof by Acquiror or its Affiliate(s).
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Transaction Revenue Sharing Payment means any amounts payable, from time to time, to any Ground Lessor, whether as revenue sharing under any Ground Lease, as percentage rent, as an additional lump sum payment, a fixed periodic increase in rent or otherwise, in connection with or relating to the execution and delivery of this Agreement or any Collateral Agreement or the consummation of any of the transactions contemplated by this Agreement or any Collateral Agreement; provided, however, that “Transaction Revenue Sharing Payment” shall not include any such payments payable to Crown or its Affiliate(s) with respect to any Sites (i) that are owned by Crown or its Affiliate(s) or with respect to which Crown or its Affiliate(s) is the Ground Lessor immediately prior to the Applicable Closing or (ii) that are acquired by Crown or its Affiliate(s) after the Applicable Closing Date, so long as no such payments were paid to the applicable Ground Lessor, or asserted by the applicable Ground Lessor to be payable to it, with respect to such Sites prior to the acquisition thereof by Crown or its Affiliate(s). “Transfer Tax” means all sales, use, license, value added, documentary, stamp, gross receipts, registration, real estate transfer, conveyance, excise, recording and other similar Taxes and fees. “Transition Services Agreement” has the meaning set forth in the recitals. “Updated Site List” has the meaning set forth in Section 3.1(b). 26 “Zoning Laws” means any zoning, land use or similar Laws, including Laws relating to the use or occupancy of any communications towers or property, building codes, development orders, zoning ordinances, historic preservation laws and land use regulations.
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Transaction Revenue Sharing Payment means any amounts payable, from time to time, to any landlord under a Transferred Real Property Lease, whether as revenue sharing under such Transferred Real Property Lease or otherwise, that arise under the terms thereof solely as a result of the payments contemplated under this Agreement or the payment of rent or other amounts contemplated by the applicable Post-Closing Lease.
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Related to Transaction Revenue Sharing Payment

  • Closing Payment Amount has the meaning specified in Section 1.5.

  • Capitation Payment means a payment the STATE makes periodically to the MCO for each Enrollee covered under the Contract for the provision of services as defined in Article 6 regardless of whether the Enrollee receives these services during the period covered by the payment.

  • Revenue sharing means sharing tax increment proceeds as defined in ORS 457.470.

  • Revenue Share means Government’s Share of Revenue.

  • Closing Payment has the meaning set forth in Section 2.2.

  • recurring payments “reference transactions” "preauthorized transfers" or "preapproved payment." You can cancel your billing agreement at any time in your account interface or by contacting us. Where a payment under that billing agreement is scheduled to be made before the end of the next Business Day after you tell us to cancel it, we may cancel your billing agreement after that payment has been made. If you cancel a billing agreement, you may still owe the recipient money for goods or services that you have received but have not paid for. If we determine currency conversion is necessary for a billing agreement payment, and we perform the conversion, we will use the transaction exchange rate in effect at the time the payment is processed. The transaction exchange rate for each payment transaction may vary. We may allow the recipient of your payment to: • Refuse to accept it. • Decide to accept it and then use our service to send you a refund of all or any part of the amount of the payment later. We will return the amount of any refused payment or refunded payment to your Balance. We will return the amount of an unclaimed payment to your balance within 30 days after the date you initiated the payment. If any amount of any payment is returned to you in any of the ways outlined above, we may convert the returned amount for you into either: • The currency of the balance you used for the original payment (before any conversion into the currency received by the recipient happened). • The opening currency of your account. • US dollars (opening a balance in that currency for you, if you don’t have one already). If the original payment you sent involved a currency conversion we will convert the returned amount from the currency received by the recipient as follows: • If the amount is returned within one day of the date of the original payment we will use our transaction exchange rate applicable on the date of the original payment, so that you receive the original amount in the original currency you converted for the original payment. • If the amount is returned after one day of the date of the original payment we will use and you agree to accept our transaction exchange rate applicable at the time of the conversion of the returned amount. The transaction exchange rate may be applied immediately and without notice to you. We may also automatically withdraw the returned amount from your Balance and transfer the funds back to the funding source you used for the original payment. Withdrawals can also involve a currency conversion – see the section on Withdrawing money above. The returned amount could be lower in value than your original payment amount. This can happen as a result of: • The recipient sending you a refund lower in value than your original payment amount. As we are only a payment service provider, we cannot know what you are entitled to from the original payment recipient as a refund or why the recipient sent the refund in a particular amount. • Transaction exchange rate fluctuations. PayPal is not responsible for any loss resulting from the recipient's decision to refuse or refund your payment, except to the extent that a refund sent by the recipient is a payment executed incorrectly by PayPal We are not liable to you for the difference between the value of your original payment and the value of the resulting refund, except to the extent that the refund is an incorrect payment (see the section on Resolving Problems).

  • Deferred Sales Charge Payment Date means October 10, 2013 and the tenth day of each month thereafter through February 10, 2014.

  • Earnout Payment has the meaning set forth in Section 2.3(b).

  • Termination Payment has the meaning set forth in Section 6.03.

  • Transaction Payroll Taxes means all employer portion payroll or employment Taxes incurred in connection with any bonuses, option cash-outs or other compensatory payments in connection with the Transactions.

  • Interim Payment has the meaning specified in Section 10.1.

  • 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.

  • Delta Payment means as it is described in this Agreement.

  • Earnout Payments has the meaning set forth in Section 2.2(a).

  • Down payment means all partial payments, whether made in cash or otherwise, received by or for the benefit of the seller before or substantially contemporaneous with either the execution of the installment sale contract or the delivery of the motor vehicle sold under that contract, whichever occurs later.

  • Deferred Sales Charge Payment Dates means the dates specified for deferred sales fee installments under "Investment Summary--Fees and Expenses" in the Prospectus for the Trust.

  • Recurring Revenue Loan means a Collateral Loan that meets each of the following criteria as of the date of acquisition by the Borrower, subject to waiver by the Administrative Agent in accordance with the definition of Eligible Collateral Loan hereto (for the avoidance of doubt, if any Collateral Loan does not meet the below listed conditions, but such failure is waived by the Administrative Agent, such Collateral Loan shall still be subject to the Advance Rates, Concentration Limitations and Revaluation Events applicable to Recurring Revenue Loans set forth herein):

  • Excess Cash Flow Payment Date means the date occurring 90 days after the last day of a fiscal year of the Parent (commencing with its fiscal year ending December 31, 2000).

  • Excess Cash Flow Payment Period means, with respect to the repayment required on each Excess Cash Flow Payment Date, the immediately preceding fiscal year of the Borrower.

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

  • Earn-Out Payment has the meaning set forth in Section 2.07(a)(i).

  • PAGA Payment means the penalties pursuant to PAGA that the Parties have agreed is a

  • Event Payments has the meaning set forth in Section 6.1(d).

  • 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.

  • Monthly Payment Amount means, with respect to each Payment Date, a payment equal to the amount of interest which has accrued during the related Interest Accrual Period, computed at the Interest Rate.

  • Servicer Prepayment Charge Payment Amount The amounts payable by the Servicer in respect of any waived Prepayment Charges pursuant to Section 2.05 or Section 3.01.