Adjusted Litigation Recovery definition

Adjusted Litigation Recovery means an amount equal to 85% of the amount obtained from the following equation: (a) the Payment, minus (b) the sum of the following: (i) the aggregate of all expenses incurred by or on behalf of the Bank in prosecuting the Litigation and obtaining the Payment (whether incurred prior to or after the date hereof), including, without limitation, that portion of fees and expenses incurred pursuant to the Management Agreement attributable to the Litigation, (ii) the aggregate of all expenses incurred by the Company in connection with the creation, issuance and trading of the Warrants, including, without limitation, legal, financial advisory and accounting fees and the fees and expenses of the Warrant Agent (whether incurred prior to or after the date hereof) and (iii) an amount equal to the Payment, less the expenses described in the preceding clauses (i) and (ii), multiplied by the highest, combined statutory rate of federal, state and local income taxes applicable to the Company during the tax year in which the full Payment is received.
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Adjusted Litigation Recovery means an amount equal to 85% of the amount obtained from the following equation: (a) the Amount Recovered minus
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Adjusted Litigation Recovery means an amount equal to 85% of the amount obtained from the following equation: (a) the Amount Recovered minus (b) the sum of the following: (i) the total of all expenses incurred by or on behalf of the Bank and the Company in pursuing the Litigation and obtaining the Amount Recovered (whether incurred before or after the date hereof), including, without limitation, fees and expenses of counsel, witnesses, experts and consultants, (ii) the total of all expenses incurred by the Company in connection with the creation, issuance and trading of the Warrants, including, without limitation, legal, financial advisory and accounting fees, the fees and expenses of the Warrant Agent and printing and registration costs (whether incurred before or after the date hereof) and (iii) an amount equal to the Amount Recovered, less the expenses described in the preceding clauses (i) and (ii), multiplied by the combined highest federal, New York State and New York City income tax rates applicable to financial institutions in the year (or years) in which the amount of the damages (in whole or in part) is fixed or determinable (after taking into account the effect of the deductibility of such taxes for federal and state income tax purposes).
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Examples of Adjusted Litigation Recovery in a sentence

  • The determination of the Board of the Adjusted Litigation Recovery, the number of shares of Common Stock issuable upon exercise of a Warrant and the Exercise Price will be final, conclusive and binding upon the Holders.

  • Accordingly, pursuant to Section 4.1(b), if the Adjusted Litigation Recovery were $500 million and the Adjusted Market Value of one share of class A common stock and two shares of class B common stock were $30, then one Warrant would be exercisable for 0.0648 of a share of class A common stock and 0.1296 of a share of class B common stock.

  • Each Warrant ---------------------------------------- shall, upon exercise thereof as provided herein, initially entitle the registered Holder thereof to purchase the number of shares of Common Stock having an Adjusted Market Value equal to the Adjusted Litigation Recovery divided by 85,759,465 at an exercise price per Warrant equal to the number of shares of Common Stock for which the Warrant is exercisable multiplied by $1.00 (the "Exercise Price").

  • The Amended Agreement provides that the LTWs have no excise price and, thus, that the LTW Holders would not have to pay anything to receive their share of the Adjusted Litigation Recovery (as defined in the Amended Agreement).

  • The Warrants will, upon the Triggering Event, entitle the holders thereof to purchase shares of Stock with an aggregate market value equal to the Adjusted Litigation Recovery (as defined in representation 5, below), if any.

  • Each Warrant will be exercisable at a fixed Exercise Price for the number of shares of Stock with a market value equal to the Adjusted Litigation Recovery divided by the number of Warrants issued or reserved for issuance on the Record Date, with cash to be paid for fractional shares resulting from a holder’s Warrant exercise.

  • Accordingly, pursuant to Section 4.1(b), if the Adjusted Litigation Recovery were $500 million and the Adjusted Market Value of one share of class A common stock and two shares of class B common stock were $30, then one Warrant would be exercisable for 0.0646 of a share of class A common stock and 0.1292 of a share of class B common stock.

  • Starting with the formula in section 3.1, the Warrant Agreement makes clear that the warrant holders are entitled to an amount equal to 85% of the Adjusted Litigation Recovery divided by the Adjusted Stock Price.

  • Each Warrant shall, ---------------------------------------- upon exercise thereof as provided herein, initially entitle the registered Holder thereof to purchase the number of shares of Common Stock having an Adjusted Market Value equal to the Adjusted Litigation Recovery divided by the Maximum Number of Warrants at an exercise price per Warrant equal to the number of shares of Common Stock for which the Warrant is exercisable multiplied by $1.00 (the "Exercise Price").

  • Further, since there was no Final Judgment in the AnchorLitigation, the amount of the Adjusted Litigation Recovery (as defined in the Amended Agreements) was still not finally determined.


More Definitions of Adjusted Litigation Recovery

Adjusted Litigation Recovery means an amount equal to 85% of the amount obtained from the following equation: (a) the Payment, minus (b) the sum of the following: (i) the aggregate of all expenses incurred by or on behalf of the Bank in prosecuting the Litigation and obtaining the Payment (whether incurred prior to or after the date hereof), (ii) the aggregate of all expenses incurred by the Company in connection with the creation, issuance and trading of the Warrants, including, without limitation, legal and accounting fees and the fees and expenses of the Warrant Agent (whether incurred prior to or after the date hereof) and (iii) an amount equal to the Payment (less the expenses described in the preceding clauses (i) and (ii)) multiplied by the highest, combined statutory rate of federal, state and local income taxes applicable to the Company during the tax year in which the full Payment is received.
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Adjusted Litigation Recovery means sixty percent (60%) of the amount obtained from the following equation: (A) the cash payment, if any (the "Cash Payment"), actually received by the Bank pursuant to a final, nonappealable judgment in or final settlement of the Litigation minus (B) the
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Adjusted Litigation Recovery means sixty percent (60%) of the amount obtained from the following equation: (A) the cash payment, if any (the "Cash Payment"), actually received by the Bank pursuant to a final, nonappealable judgment in or final settlement of California Federal Bank v. The United States of America, Civil Action No. 92-138C, filed on February 28, 1992, in the United States Court of Federal Claims (the "Litigation") minus (B) the sum of the following: (i) the aggregate expenses incurred previously and hereafter by the Bank in prosecuting the Litigation and obtaining the Cash Payment, (ii) any income tax liability of the Bank, computed on a pro forma basis, as a result of the Bank's receipt of such Cash Payment (net of any income tax benefit to the Bank, computed on a pro forma basis, from the payment of the Adjusted Litigation Recovery to the Secondary Interest Holders), (iii) the expenses incurred by the Bank in connection with the creation, issuance and trading of the Bank's Contingent Litigation Recovery Participation Interests (trading symbol: CALGZ) (the "CALGZ Interests") and the Secondary Participation Interests, including, without limitation, legal and accounting fees and the fees and expenses of the Interest Agent (as defined below), (iv) the payment due to the holders of the CALGZ Interests and (v) one-hundred twenty-five million dollars ($125,000,000); (II) "Income tax liability of the Bank computed on a pro forma basis" means the aggregate amount of any and all relevant items of income, gain, loss or deduction associated with the receipt by the Bank of the Cash Payment multiplied by the highest, combined marginal rate of federal, state and local income taxes in the relevant year and disregarding for purposes of such computation the effect of any net operating loss carryforwards or other tax attributes of the Bank or any of its subsidiaries or affiliated entities; and (III) "Income tax benefit to the Bank computed on a pro forma basis" means the aggregate amount of any and all relevant items of income, gain, loss or deduction associated with the payment by the Bank of the Adjusted Litigation Recovery multiplied by the highest, combined marginal rate of federal, state and local income taxes in the relevant year and disregarding for purposes of such computation the effect of any net operating loss carryforwards or other tax attributes of the Bank or any of its subsidiaries or affiliated entities. Payment hereunder shall occur upon presentation and surrender of th...
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Related to Adjusted Litigation Recovery

  • Transaction Litigation has the meaning set forth in Section 5.2(d).

  • Reference Asset Return means, in respect of a Reference Asset and an Exchange Business Day, an amount expressed as a percentage equal to (i) the Closing Price for such Reference Asset on such Exchange Business Day minus the Initial Reference Asset Price, divided by (ii) the Initial Reference Asset Price. The Reference Asset Return will be a price return and will not take into account dividends and/or distributions paid by the issuers or constituents of the Reference Assets.

  • CMSA Historical Liquidation Report means a report substantially in the form of, and containing the information called for in, the downloadable form of the "Historical Liquidation Report" available as of the Closing Date on the CMSA Website, or such other form for the presentation of such information and containing such additional information as may from time to time be approved by the CMSA for commercial mortgage securities transactions generally.

  • Weighted Reference Asset Return means for each Reference Asset contained in the Reference Portfolio and on any day, the product of (i) the Reference Asset Return and (ii) the Reference Asset Weight.

  • Threatened litigation as used herein shall include governmental investigations and civil investigative demands. “Litigation” as used herein shall include administrative enforcement actions brought by governmental agencies. The Contractor must also disclose any material litigation threatened or pending involving Subcontractors, consultants, and/or lobbyists. For purposes of this section, “material” refers, but is not limited, to any action or pending action that a reasonable person knowledgeable in the applicable industry would consider relevant to the Work under the Contract or any development such a person would want to be aware of in order to stay fully apprised of the total mix of information relevant to the Work, together with any litigation threatened or pending that may result in a substantial change in the Contractor’s financial condition.

  • PRE-2017 NET OPERATING LOSS CARRYFORWARD means any net operating loss incurred in a taxable year beginning before January 1, 2017, to the extent such loss was permitted, by a resolution or ordinance of the Municipality that was adopted by the Municipality before January 1, 2016, to be carried forward and utilized to offset income or net profit generated in such Municipality in future taxable years.(B) For the purpose of calculating municipal taxable income, any pre-2017 net operating loss carryforward may be carried forward to any taxable year, including taxable years beginning in 2017 or thereafter, for the number of taxable years provided in the resolution or ordinance or until fully utilized, whichever is earlier.

  • regulatory action level RBC means the product of 1.5 and its authorized control level RBC;

  • Resettlement Action Plan or “RAP”, means a plan approved by the Association, to be prepared in accordance with the provisions of the RPF, setting forth principles and procedures governing land acquisition or other associated Project impacts, resettlement and compensation of Affected Persons, as well as reporting and monitoring arrangements to ensure compliance with the said plan, as the same may be amended from time to time with the agreement of the Association, and “Resettlement Action Plans” or “RAPs” shall mean such Resettlement Action Plans, collectively.

  • Disclosed Litigation has the meaning specified in Section 3.01(b).

  • Fraud Loss Amount As of any date of determination after the Cut-off Date, an amount equal to: (X) prior to the first anniversary of the Cut-off Date an amount equal to 3.00% of the aggregate outstanding principal balance of all of the Mortgage Loans as of the Cut-off Date minus the aggregate amount of Fraud Losses allocated solely to one or more specific Classes of Certificates in accordance with Section 4.05 of this Series Supplement since the Cut-off Date up to such date of determination, (Y) from the first to, but not including, the second anniversary of the Cut-off Date, an amount equal to (1) the lesser of (a) the Fraud Loss Amount as of the most recent anniversary of the Cut-off Date and (b) 2.00% of the aggregate outstanding principal balance of all of the Mortgage Loans as of the most recent anniversary of the Cut-off Date minus (2) the aggregate amount of Fraud Losses allocated solely to one or more specific Classes of Certificates in accordance with Section 4.05 since the most recent anniversary of the Cut-off Date up to such date of determination, and (Z) from the second to, but not including, the fifth anniversary of the Cut-off Date, an amount equal to (1) the lesser of (a) the Fraud Loss Amount as of the most recent anniversary of the Cut-off Date and (b) 1.00% of the aggregate outstanding principal balance of all of the Mortgage Loans as of the most recent anniversary of the Cut-off Date minus (2) the aggregate amount of Fraud Losses allocated solely to one or more specific Classes of Certificates in accordance with Section 4.05 since the most recent anniversary of the Cut-off Date up to such date of determination. On and after the fifth anniversary of the Cut-off Date, the Fraud Loss Amount shall be zero. The Fraud Loss Amount may be further reduced by the Master Servicer (including accelerating the manner in which such coverage is reduced) provided that prior to any such reduction, the Master Servicer shall (i) obtain written confirmation from each Rating Agency that such reduction shall not reduce the rating assigned to any Class of Certificates by such Rating Agency below the lower of the then-current rating or the rating assigned to such Certificates as of the Closing Date by such Rating Agency and (ii) provide a copy of such written confirmation to the Trustee.

  • dispute resolution proceeding ’ means any process in which an alternative means of dispute resolution is used to resolve an issue in controversy in which a neutral is appointed and specified parties participate;

  • CREFC® REO Liquidation Report Template A report substantially in the form of, and containing the information called for in, the downloadable form of the “REO Liquidation Report Template” available as of the Closing Date on the CREFC® Website, or such other form for the presentation of such information and containing such additional information as may from time to time be approved by the CREFC® for commercial mortgage securities transactions generally.

  • Shared-Loss Amount has the meaning provided in Section 2.1(b)(i) of this Commercial Shared-Loss Agreement.

  • Pending Litigation means a proceeding in a court of law whose activity is in progress but not yet completed.

  • Final Recovery Determination With respect to any defaulted Mortgage Loan or any REO Property (other than a Mortgage Loan or REO Property purchased by the Responsible Party as contemplated by this Agreement), a determination made by the Servicer that all Insurance Proceeds, Condemnation Proceeds, Liquidation Proceeds and other payments or recoveries which the Servicer, in its reasonable good faith judgment, expects to be finally recoverable in respect thereof have been so recovered. The Servicer shall maintain records, prepared by a Servicing Officer, of each Final Recovery Determination made thereby.

  • Loss Adjustment Expense means costs and expenses incurred by the Company in connection with the investigation, appraisal, adjustment, settlement, litigation, defense or appeal of a specific claim or loss, or alleged loss, including but not limited to:

  • Regulatory Action means an administrative, regulatory, or judicial enforcement action, proceeding, investigation or inspection, FDA Form 483 notice of inspectional observation, warning letter, untitled letter, other notice of violation letter, recall, seizure, Section 305 notice or other similar written communication, injunction or consent decree, issued by the FDA or a federal or state court.

  • CMSA NOI Adjustment Worksheet A report substantially in the form of, and containing the information called for in, the downloadable form of the "NOI Adjustment Worksheet" available as of the Closing Date on the CMSA Website, or such other form for the presentation of such information and containing such additional information as may from time to time be recommended by the CMSA for commercial mortgage securities transactions generally and is acceptable to the Master Servicer or the Special Servicer, as applicable, and in any event, shall present the computations made in accordance with the methodology described in such form to "normalize" the full year net operating income and debt service coverage numbers used in the other reports required by this Agreement.

  • Final Shared-Loss Recovery Month means the calendar month in which the tenth anniversary of the Commencement Date occurs.

  • CREFC® Historical Liquidation Loss Template A report substantially in the form of, and containing the information called for in, the downloadable form of the “Historical Liquidation Loss Template” available as of the Closing Date on the CREFC® Website, or such other form for the presentation of such information and containing such additional information as may from time to time be approved by the CREFC® for commercial mortgage securities transactions generally.

  • Emergency Action Plan means the plan referred to in Section I.G of Schedule 2 to this Agreement, detailing the activities, budget, implementation plan, and monitoring and evaluation arrangements, to respond to the Eligible Crisis or Emergency.

  • Dispute Resolution Process means the process described in clause 9

  • CREFC® NOI Adjustment Worksheet The worksheet in the “NOI Adjustment Worksheet” format substantially in the form of and containing the information called for therein for the Mortgage Loans, or such other form for the presentation of such information as may be approved from time to time by the CREFC® for commercial mortgage securities transactions generally.

  • Allocated Loss Adjustment Expenses or “ALAE” means all court costs and court expenses; pre- and post-judgement interest; fees for service of process; attorneys’ fees; cost of undercover operative and detective services, costs of employing experts; costs for legal transcripts; costs for copies of any public records; costs of depositions and court-reported or recorded statements; costs and expenses of subrogation; and any similar fee, cost or expense reasonably chargeable to the investigation, negotiation, settlement or defense of a loss or a claim or suit against you, or to the protection and perfection of your or our subrogation rights.

  • Monthly Report Determination Date The meaning specified in Section 10.7(a).

  • Data Loss Event means any event that results, or may result, in unauthorised access to Personal Data held by the Contractor under this Agreement, and/or actual or potential loss and/or destruction of Personal Data in breach of this Agreement, including any Personal Data Breach.