Excess Residual Value definition

Excess Residual Value means the amount equal to (a) the Purchase Price less (b) the sum of (i) the total amount of Company Debt outstanding as of the Balance Sheet Date, (ii) any fees and expenses owed with respect to Company Debt arising from a default or event of default thereunder between the Balance Sheet Date and the Closing Date, any default interest accrued between the Balance Sheet Date and the Closing Date, and any premiums or fees payable in connection with any amendment of Company Debt entered into between the Balance Sheet Date and the Closing Date, and any premiums or fees payable in connection with the repayment of Company Debt on the Closing Date (but only to the extent such premiums or fees exceed the premiums or fees that otherwise have been payable on the Balance Sheet Date), (iii) the Escrow Amount, (iv) the Transaction Expenses and Professional Expenses of the Company set forth on the Closing Transaction Expenses Certificate, and (v) the amount due under the Incentive Plan.

Examples of Excess Residual Value in a sentence

  • Notwithstanding the foregoing, (x) with respect to Losses arising from a breach of any Core Representation or Section 4.6 (Taxes), the Buyer Indemnitees shall be permitted to recover such Losses without regard to the Deductible (and Seller shall have first-dollar liability) and (y) with respect to Losses arising from a breach of any Core Representation, if such Losses exceed the Indemnity Cap, then Buyer shall be entitled to recover such Losses up to the Excess Residual Value.

Related to Excess Residual Value

  • ALG Residual Value means the residual value of the vehicle set forth as the ALG Residual Value in the lease schedule attached as Exhibit A hereto, which shall be the lesser of (i) the ALG residual values of the 2016-1 Vehicles at the scheduled termination of the related 2016-1 Leases at the time the related 2016-1 Lease was signed and (ii) the ALG residual values of the 2016-1 Vehicles at the scheduled termination of the related 2016-1 Leases provided by ALG in November 2015.

  • Residual Value means, in respect of every Board Lot, an amount calculated by the Issuer in accordance with the following formula (and, if appropriate, either (I) converted (if applicable) into the Settlement Currency at the Exchange Rate or, as the case may be, (II) converted into the Interim Currency at the First Exchange Rate and then (if applicable) converted into Settlement Currency at the Second Exchange Rate):

  • Base Residual Value means, for a Lease, the lower of (a) the Contract Residual Value of the Lease and (b)(i) the ALG Residual Value of the related Leased Vehicle or (ii) if the Servicer does not have an ALG Residual Value, the oldest ALG MTM Residual Value that the Servicer has for the related Leased Vehicle.

  • Residual Amount means for any Weekly Allocation Date with respect to any Quarterly Collection Period the amount, if any, by which the amount allocated to the Collection Account on such Weekly Allocation Date exceeds the sum of the amounts to be paid and/or allocated on such Weekly Allocation Date pursuant to priorities (i) through (xxviii) of the Priority of Payments.

  • Actual Value means the greenhouse gas emissions savings for some or all of the steps of a specific biofuel, bioliquid or biomass fuel production process, calculated in accordance with the methodology laid down in Part C of Annex V or Part B of Annex VI;