Value Trigger definition

Value Trigger means each amount shown in the column labeled “Value Trigger” in Schedule 2 (Research Funding Payments). The following terms shall have the meaning ascribed to them in the Sections set forth opposite such terms below: Term Section Reference Agreement Preamble Application Information Section 2.4.2 Broad Preamble Buy-In Section 3.6.11 Buy-In Price Section 3.6.11 Company Preamble Company License Option Section 2.4.1 Confidential Information Section 4.1 Confidential Information of Broad Section 4.1 Confidential Information of Company Section 4.1 Controlled Section 2.4.1 Creditable Amount Section 5.5.1 Deadline Date Section 3.6.11 Disclosure Notice Section 2.3 Dispute Section 7.3 Effective Date Preamble Executive Officers Section 7.3 Extension Notice Section 2.4.2 Installment Section 3.6.2.1 Institution Names Section 7.2 Schedule 1 - 5 Term Section Reference Invention Section 2.3 Invention License Agreement Section 2.4.1 Maturity Date Section 3.6.2.1 Negotiation Period Section 2.4.2 Note Shares Section 3.6.3 Noteholder Section 3.6.1 Operating Agreement Section 2.4.3 Option Notice Section 2.4.2 Option Period Section 2.4.2 Optioned IP Section 2.4.1 Participating Institution Section 2.4.3 Party Preamble Prosecution Costs Section 2.4.2 Reports of Broad Section 2.2 Representatives Section 4.1 Research Funding Section 3.1 Research Payment Section 3.3 Rule 144 Section 3.6.10 Sponsored Research Section 2.1 Suit Section 7.4 Term Section 6.1 Third Party Section 2.4.1 Transfer Agent Section 3.6.10 SCHEDULE 2 Research Funding Payments Value Trigger Research Payment [**] US$ 5 million [**] US$ 7.5 million [**] [**] [**] [**] [**] [**] [**] [**] EXHIBIT 3.5 Form of Promissory Note THIS NOTE AND ANY SHARES ACQUIRED UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT FILED UNDER SUCH ACT OR PURSUANT TO AN OPINION OF COUNSEL SATISFACTORY TO COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED. No. [_____] EDITAS MEDICINE, INC. PROMISSORY NOTE $[_____] Cambridge, Massachusetts [_____], 20[__] Editas Medicine, Inc., a Delaware corporation (the “Company”), for value received, hereby promises to pay to [_____] (the “Noteholder”) (collectively, the “Parties”), the principal sum of [_____] Dollars ($_________) on [_____], 20[__], and to pay interest from the date hereof on the unpaid balance of such principal a...
Sample 1
Value Trigger shall have the meaning set forth in Section 4.6(b).
Sample 1
Value Trigger means each amount shown in the column labeled “Value Trigger” in Schedule 2 (Research Funding Payments).
Sample 1

Examples of Value Trigger in a sentence

  • None of the Collateral Agent, the Collateral Administrator or the Securities Intermediary shall be deemed to have knowledge or notice of any matter, including any Default, Event of Default, Market Value Event, Market Value Trigger Event or failure of the Borrowing Base Test unless and until a Responsible Officer has received written notice thereof from the Company, a Lender or the Administrative Agent.

  • The lesser of, on any date of determination, (x) Net Advances over Net Asset Value on such date of determination plus 9.0% and (y) the Market Value Trigger determined on the immediately preceding Calculation Period Start Date (or, if later, the First Amendment Effective Date); provided that if the Market Value Trigger would be less than 29%, the Market Value Trigger shall be 29%.

  • No later than [**] days following a Trigger Date, Company shall pay to Broad the payment indicated in the column labeled “Research Payment” in Schedule 2 (Research Funding Payments) (each such payment a “Research Payment”) opposite the Trigger Date Value Trigger associated with such Trigger Date.

  • Notwithstanding anything to the contrary in this Agreement, the Promissory Note issued with respect to the $[**] Value Trigger will have a Maturity Date that is three hundred (300) days following the Effective Date and will accrue interest beginning on the date that is one hundred and fifty-one (151) days following the Effective Date.

  • The Cash Value Credit is an amount that we first allocate to your Account Value when at least one of the following conditions is satisfied on a Policy Anniversary: (a) the Cash Value equals or exceeds the Cash Value Trigger shown in the Schedule; or (b) the cumulative Premiums paid meet the Premium Trigger shown in the Schedule.

  • If either Value Trigger is achieved and (i), (ii), or (iii) is met after such Value Trigger and Market Capitalization is still at or above such Value Trigger, the applicable Success Payment shall apply upon fulfillment of (i), (ii), or (iii).

  • Please state that each Index Account Option has a Cap, Participation Rate or other feature (e.g., Value Trigger) that determines the amount of positive Index rate of return that may be credited to the investment for a Crediting Period.

  • Notwithstanding the foregoing, the requirements under clause (x) of this paragraph (other than no Default or Event of Default has occurred and is continuing) shall not apply to any sales initiated following the occurrence of a Market Value Trigger Event to the extent consummated to effect a Market Value Cure.

  • Value Trigger Growth Opportunity Type A Growth Opportunity Type in which the Growth Opportunity Rate is equal to the Value Trigger Rate.

  • With respect to the calculation of each Growth Opportunity type (i.e., Caps, Cap+ Accelerator, Participation, Accelerated Tiered Participation, Value Trigger and Value Trigger+), please include a cross-reference to the examples.

Related to Value Trigger

  • Final Trigger Level means 85.00%, being a percentage against which the performance of the Index will be measured in order to determine the Final Redemption Amount.

  • ii) Trigger Date shall have the meaning set forth in Section 11(a)(iii) hereof.

  • Covenant Trigger Event shall occur at any time that Availability is less than the greater of (a) $12.5 million and (b) 10% of the Line Cap then in effect. Once commenced, a Covenant Trigger Event shall be deemed to be continuing until such time as Availability equals or exceeds the greater of (i) $12.5 million and (ii) 10% of the Line Cap then in effect for 30 consecutive days.

  • Auto-Call Trigger Level means the level set out below for the relevant Auto-Call Valuation Date (i.e. as shown in the same row as that date):

  • Auto-Call Trigger Event means an event which occurs if, in the determination of the Calculation Agent, the Index Performance as of the Valuation Time on an Auto-Call Valuation Date is greater than or equal to the relevant Auto-Call Trigger Level.

  • Delinquency Trigger Event means, for any Collection Period, the aggregate Principal Balance of Delinquent Receivables that have been Delinquent Receivables for 61 days or more as a percentage of the Pool Balance as of the last day of the Collection Period exceeding or being equal to 6.62%.

  • Company Triggering Event shall be deemed to have occurred if: (a) the Company shall have made a Company Board Adverse Recommendation Change; (b) the Company Board or any committee thereof shall have publicly approved, endorsed or recommended any Acquisition Proposal; or (c) the Company shall have entered into any letter of intent or similar document relating to any Acquisition Proposal in violation of the terms of the Agreement.

  • Sequential Trigger Event With respect to any Distribution Date, a Sequential Trigger Event is in effect if (a) with respect to any Distribution Date occurring before July 2009, the circumstances in which the aggregate amount of Realized Losses incurred since the Cut-off Date through the last day of the related Prepayment Period divided by the aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date exceeds 0.20% and (b) with respect to any Distribution Date occurring in or after July 2009, a Trigger Event is in effect.

  • Flip-In Trigger Date shall have the meaning set forth in Section 11(a)(iii) hereof.

  • Cumulative Loss Trigger Event If, with respect to any Distribution Date, the quotient (expressed as a percentage) of (x) the aggregate amount of Realized Losses incurred since the Cut-off Date through the last day of the related Due Period, divided by (y) the Cut-off Date Pool Principal Balance, exceeds the applicable Cumulative Loss Percentages set forth below with respect to such Distribution Date: Distribution Date Occurring In Cumulative Loss Percentage March 2008 through February 1.400% for the first month, plus an additional 2009 1/12th of 1.750% for each month thereafter (e.g., 2.275% in September 2008) March 2009 through February 3.150% for the first month, plus an additional 2010 1/12th of 1.750% for each month thereafter (e.g., 4.025% in September 2009) March 2010 through February 4.900% for the first month, plus an additional 2011 1/12th of 1.400% for each month thereafter (e.g., 5.600% in September 2010) March 2011 through February 6.300% for the first month, plus an additional 2012 1/12th of 0.750% for each month thereafter (e.g., 6.675% in September 2011) March 2012 and thereafter 7.050%

  • Moody’s First Trigger Ratings Threshold means, with respect to Party A, the guarantor under an Eligible Guarantee or an Eligible Replacement, (i) if such entity has a short-term unsecured and unsubordinated debt rating from Moody’s, a long-term unsecured and unsubordinated debt rating or counterparty rating from Moody’s of “A2” and a short-term unsecured and unsubordinated debt rating from Moody’s of “Prime-1”, or (ii) if such entity does not have a short-term unsecured and unsubordinated debt rating or counterparty rating from Moody’s, a long-term unsecured and unsubordinated debt rating or counterparty rating from Moody’s of “A1”.

  • Delinquency Trigger means, for any Payment Date and the related Collection Period, 24.00%.

  • Subsequent Triggering Event means either of the following events or transactions occurring after the date hereof:

  • Moody’s Second Trigger Ratings Threshold means, with respect to Party A, the guarantor under an Eligible Guarantee or an Eligible Replacement, (i) if such entity has a short-term unsecured and unsubordinated debt rating from Moody’s, a long-term unsecured and unsubordinated debt rating or counterparty rating from Moody’s of “A3” and a short-term unsecured and unsubordinated debt rating from Moody’s of “Prime-2”, or (ii) if such entity does not have a short-term unsecured and unsubordinated debt rating from Moody’s, a long-term unsecured and unsubordinated debt rating or counterparty rating from Moody’s of “A3”.

  • Covenant Trigger Period means the period (a) commencing on the day that (i) an Event of Default occurs or (ii) Availability is less than the greater of (x) 10% of Available Credit and (y) $20,000,000 and (b) continuing until, at all times thereafter for a period of 30 consecutive days during which, (i) no Event of Default exists and (ii) Availability shall have been not less than the greater of (x) 10% of Available Credit and (y) $20,000,000.

  • Carve-Out Trigger Notice means a written notice delivered by the Administrative Agent or the Required Lenders (which delivery may be made by any electronic method of transmission) to the Borrower and its counsel, the United States Trustee, and lead counsel to any Committee, which notice may be delivered following the occurrence and continuance of an Event of Default, and stating that the Post-Carve-Out Trigger Notice Cap has been invoked.

  • Change of Control Triggering Event means the occurrence of both a Change of Control and a Rating Event.

  • Trigger Level means with respect to an Index, the level specified as such in Annex 1 with respect to such Index

  • Auto-Call Trigger Rate means the applicable percentage in respect of the relevant Auto-Ca l Valuation Date on which an Auto-Call Trigger Event has occurred as set out in the definition of Auto-Call Trigger Level above (i.e. as shown in the same row as that date).

  • Trigger Event shall have the meaning specified in Section 14.04(c).

  • Swap Provider Trigger Event A Swap Termination Payment that is triggered upon: (i) an Event of Default under the Interest Rate Swap Agreement with respect to which the Swap Provider is a Defaulting Party (as defined in the Interest Rate Swap Agreement), (ii) a Termination Event under the Interest Rate Swap Agreement with respect to which the Swap Provider is the sole Affected Party (as defined in the Interest Rate Swap Agreement) or (iii) an Additional Termination Event under the Interest Rate Swap Agreement with respect to which the Swap Provider is the sole Affected Party.

  • Voting Rights Triggering Event means the failure of the Company to pay dividends on the Preferred Stock with respect to six or more quarterly periods (whether or not consecutive).

  • Relevant Event means any Termination Event, Mandatory Prepayment Event or Further Novation Event, or any event which only with the passage of time, the giving of any notice or the fulfilment of any other condition (or a combination thereof) would constitute a Termination Event, Mandatory Prepayment Event or Further Novation Event;

  • Trigger Event Date means a date on which a Trigger Event has occurred as determined by the Calculation Agent.