Waiver Consideration definition

Waiver Consideration means the aggregate amount of "Waiver Consideration" as defined in each of the Waivers No. 2 dated as of September 8, 2002 with respect to the D&O Credit Facilities.
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Waiver Consideration means any consideration provided by the Company, any Guarantor or any other Person to the First Lien Collateral Agent and/or any Senior Lender as inducement for the waiver of a Senior Default, whether represented by (x) cash, equity or other tangible or intangible property or (y) new or amended terms in the Senior Debt Documents or in any newly-created agreement.
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Waiver Consideration shall have the meaning set forth in Section 2.2.3.
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Examples of Waiver Consideration in a sentence

  • Any amount of the Waiver Consideration not paid when due shall accrue interest, which interest shall compound on each Payment Date, until paid at the Default Rate (computed for the actual number of days elapsed on the basis of a 360-day year).

  • For another instance the same travel writer gives false information about the practice of fasting as part of worshipping on certain days.

  • Development Committee: Conflict of Interest Waiver Consideration Commissioner Klerman facilitated a discussion about the Board’s willingness to ask HUD for a waiver of its conflict of interest provisions in order to consider a former Commissioner as the Director of Development.

  • In view of the above, and subject to Section 2.4.3 hereunder, the Purchaser shall pay the applicable Closing Consideration and the Waiver Consideration in its entirety and shall not withhold or deduct any amount of Tax from such amount under this Agreement.

  • Notwithstanding anything herein to the contrary, if as of the Participant’s Involuntary Termination the Waiver Consideration Period together with the revocation period described in the Waiver and Release could span two (2) calendar years, then any payments that constitute “nonqualified deferred compensation” for purposes of Section 409A of the Code shall not begin or be paid until the second calendar year.

  • At Closing Acquiror shall issue to holders of Former SPAC Shares that are Private Holders, such holders pro rata portion of the Waiver Consideration Shares in the form of Newly Issued Waiver Consideration Shares.

  • You acknowledge and agree that, in the event you revoke the ADEA Waiver, you will not be entitled to the ADEA Waiver Consideration; and such revocation will not affect the validity or effectiveness of the general release that you are granting in Sections 15(a)-15(c) hereof, nor shall it invalidate your entitlement to the separate consideration expressly attributed thereto in this Agreement.

  • You acknowledge that you are knowingly and voluntarily waiving and releasing any rights you have under the ADEA, that the ADEA Waiver Consideration is being given in consideration for the ADEA Waiver, and that such consideration is in addition to anything of value to which you were already entitled.

  • Immediately prior to Closing Acquiror and Company shall, or shall cause the Stockholder to, transfer to holders of Former SPAC Shares that are Public Holders, such holders right to receive a pro rata portion of the Waiver Consideration Shares in the form of Recycled Waiver Consideration Shares.

  • Overall Medical Waiver Consideration and Approval Metrics• Approximately 8,000 Army applicants were considered for a medical waiver per year, while the Navy, Marine Corps and Air Force Service Medical Waiver Review Authorities (SMWRA) each considered roughly 4,000 medical waivers annually.o The proportion of disqualified applicants who sought a medical waiver ranged from 44% (Army) to 66% (Navy).• Overall, waiver approval rates ranged from 56% (Navy) to 69% (Army).

Related to Waiver Consideration

  • Initial Consideration shall have the meaning set forth in Section 5.01.

  • Total Consideration means the total amount (but without duplication) of (a) cash paid in connection with any Acquisition, plus (b) Indebtedness for borrowed money payable to the seller in connection with such Acquisition, plus (c) the fair market value of any equity securities, including any warrants or options therefor, delivered to the seller in connection with any Acquisition, plus (d) the amount of Indebtedness assumed in connection with any Acquisition.

  • Additional Consideration has the meaning set forth in Section 3.2.

  • Other Consideration means cash and/or any securities (other than New Shares) or assets (whether of the entity or person (other than the Share Issuer) involved in the Merger Event or a third party).

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Minimum Consideration means the $.01 par value per share or such larger amount determined pursuant to resolution of the Board to be capital within the meaning of Section 154 of the Delaware General Corporation Law.

  • Earnout Consideration has the meaning set forth in Section 2.8.

  • Option Consideration has the meaning set forth in Section 3.3(a).

  • Cash Consideration has the meaning set forth in Section 2.2.

  • Earn-Out Consideration has the meaning set forth in Section 2.08(a)(i).

  • Contract Consideration has the meaning set forth in the definition of “Excess Cash Flow.”

  • Merger Consideration has the meaning set forth in Section 2.1(a).

  • Transaction Consideration has the meaning set forth in Section 11.7 hereof.

  • Closing Stock Consideration has such meaning as set forth in Section 2.7(b).

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Aggregate Stock Consideration is defined in Section 2.05C.

  • Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Holdings or any of its Subsidiaries in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity Interests or of properties or otherwise and whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and includes any and all payments representing the purchase price and any assumptions of Indebtedness, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any person or business; provided that any such future payment that is subject to a contingency shall be considered Acquisition Consideration only to the extent of the reserve, if any, required under GAAP at the time of such sale to be established in respect thereof by Holdings or any of its Subsidiaries.

  • Base Consideration has the meaning set forth in Section 1.2.

  • Conversion Consideration shall have the meaning specified in Section 14.12(a).

  • Sale Consideration means the proceeds of any sale or other disposal of the relevant securities of a Minority Member pursuant to this rule 149.

  • Share Consideration has the meaning given to it in Section 2.2;

  • Cash Merger Consideration has the meaning set forth in Section 2.9(a).

  • Purchase Consideration means the aggregate net cash proceeds received by the Company or Specialty Foods Corporation ("SFC") (after deducting all fees and expenses incurred by the Company, SFC and/or their respective affiliates in connection with the Sale). By way of example, if the Purchase Consideration equaled $500,000,000, your Sale Bonus would be $500,000. The Sale Bonus shall be paid to you within three (3) months of the completion of the Sale.

  • Estimated Merger Consideration shall have the meaning set forth in Section 2.10(a).