Waived Payments definition
Examples of Waived Payments in a sentence
On or prior to the Closing Date, the Company shall use commercially reasonable efforts to submit, accompanied by adequate disclosure, for equityholder approval all Section 280G Waived Payments in accordance with the terms of Section 280G(b)(5)(B) of the Code and the U.S. Treasury Regulations thereunder.
Where those coinciding Waiver Requests are for different Protected Events, or for different Customers under this Agreement, then any Waived Payments will be determined in the best interest of the customer(s).
If at the time that your entitlement to Waived Payments is confirmed, the amount of the Waived Payments exceeds the total of the amounts owing under this Contract, Creditor will pay you that excess as soon as reasonably practical after the final amount payable under this Contract has been paid or waived.
Prior to the Closing Date and prior to solicitation of equityholder approval, the Company shall provide Industrea with (i) drafts of any waivers and equityholder disclosure documents relating to the waiver and vote prepared by the Company in connection with this Section 8.5; and (ii) reasonable documentation regarding the determination of the Section 280G Waived Payments.
To the extent such waivers are obtained, the Company shall use all commercially reasonable efforts to obtain the approval by such number of its shareholders as is required by the terms of Section 280G(b)(5)(B) of the Code of the right of such disqualified individuals to receive the Waived Payments, with such vote to be obtained in a manner which satisfies all applicable requirements of Section 280G(b)(5)(B) of the Code and the regulations promulgated thereunder.
Prior to the Closing, the Company shall deliver to Parent and its counsel evidence that an effective 280G Stockholder Vote was solicited and that either (x) the requisite number of stockholder votes was obtained and the Waived Payments shall be made or (y) the requisite number of stockholder votes was not obtained and no Waived Payments shall be made.
The Company agrees that in the absence of such stockholder approval, no Waived Payments shall be made.
Prior to the Closing, Coyote shall deliver to Roadrunner or its counsel evidence that an effective 280G Shareholder Vote was solicited and that either (a) the requisite number of shareholder votes was obtained and the Waived Payments or (b) the requisite number of shareholder votes was not obtained and no Waived Payments shall be made.
Section 1.280G-1, Q-7/A-7(b)(3))) the right of any such disqualified individual to receive his or her respective Kodiak Waived Payments in a manner reasonably expected to cause the Kodiak Waived Payments to be exempt from the definition of “parachute payment” by reason of the exemption provided under Section 280G(b)(5)(B) of the Code.
The Borrower must apply to the Creditor for Waived Payments as soon as possible after the Event occurs but in any event within 90 days of the Event occurring.