Common use of Accounts Formula Amount Clause in Contracts

Accounts Formula Amount. 85% of the Value of Eligible Accounts, minus the Dilution Reserve. Acquisition Consideration: 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 Debt, “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; 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. Additional Equity Proceeds: the aggregate amount of net cash proceeds received by AGY Holdings pursuant to an issuance of its common equity (net of all taxes, fees, commissions, costs and other expenses incurred in connection with such issuance) conducted during any period commencing on the 60th day preceding the completion of the Secondary Grace Purchase and ending on the date of such completion, exclusive of any net proceeds of the Initial Grace Equity Contribution.

Accounts Formula Amount. 85% of the Value of Eligible Accounts, or such lesser amount as Agent deems necessary pursuant to its Credit Judgment, minus the Dilution Reserve. Acquisition Consideration: 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 Debt, “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; 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. Additional Equity Proceeds: the aggregate amount of net cash proceeds received by AGY Holdings pursuant to an issuance of its common equity (net of all taxes, fees, commissions, costs and other expenses incurred in connection with such issuance) conducted during any period commencing on the 60th day preceding the completion of the Secondary Grace Purchase and ending on the date of such completion, exclusive of any net proceeds of the Initial Grace Equity Contribution.