Debt Threshold definition
Examples of Debt Threshold in a sentence
Letter Agreement dated July 17, 2007 re: Permitted Assignments Letter Agreement dated July 17, 2007 re: Debt Threshold Waiver Assignment, Assumption of Owner Agreement dated July 17, 2007 between HHC TRS OP LLC, HHC TRS Portsmouth LLC, HH DFW Hotel Associates, L.P. and Marriott Hotel Services Inc.
In addition, SCHEDULE 2.6(a) shall be amended to list all of the Company's debt as of the Closing Date comprising the total amount of the Funded Debt, including any amounts in excess of the Funded Debt Threshold.
The remaining balance of the Funded Debt to the extent it exceeds the Funded Debt Threshold will be paid from the Cash Consideration and to the extent of any such payment will reduce the total amount of Cash Consideration available for distribution as part of the Merger Consideration payable to the holders of the Common Stock as provided in Section 2.5(a) hereof.
If the actual amount of the Funded Debt, is less than the Funded Debt Threshold, the extent of Purchaser's obligations to repay such Funded Debt shall be limited to the actual amount of payment required to satisfy any such obligations, including the benefit of any settlement or compromise of any such indebtedness.
The remaining balance of the Funded Debt to the extent it exceeds the Funded Debt Threshold will be paid from the Consideration and to the extent of any such payment will reduce the total amount of Consideration available for distribution as part of the Merger Consideration payable to the holders of the Common Stock as provided in Section 2.5(a) hereof.
To the extent Net Debt (as defined below) calculated as of the last day of the calendar month immediately preceding the Company Stockholders' Meeting exceeds $43,200,000 (the "Net Debt Threshold"), the Exchange Ratio shall be adjusted downward and determined as follows: (i) subtract from 2,000,000 that number which is the quotient of (A) the excess of Net Debt over the Net Debt Threshold and (B)$38.00, and (ii) then divide the resulting number by 44,216,250.
In the event the Reserve Amount, plus any write offs for bad debts occurring during the preceding year, exceeds 3% of the gross revenues of the applicable year end (the "Bad Debt Threshold"), such excess shall hereinafter be referred to as the Excess Reserve Amount.
The Company shall also notify the Holders promptly after any reduction in the level of Corporate Debt below the Corporate Debt Threshold.
To the extent that any Funded Debt or Bank Debt is not repaid by the Company prior to the Closing, then if the actual amount of the Funded Debt, is less than the Funded Debt Threshold, the extent of Purchaser's obligations to repay such Funded Debt shall be limited to the actual amount of payment required to satisfy any such obligations, including the benefit of any settlement or compromise of any such indebtedness.
Without limiting the generality of the foregoing, the Company shall promptly notify the Holders at least fifteen (15) days prior to the Incurrence of Corporate Debt which would result in the Company exceeding the Corporate Debt Threshold on such date when the Company believes that it is reasonably likely to Incur such Corporate Debt on a reasonably certain future date (the actual financial closing of such Incurrence, the “Corporate Debt Closing Date”).