Lower Collar definition

Lower Collar. With respect to each Distribution Date, the applicable per annum rate set forth under the heading "1ML Strike Lower Collar" in the One-Month LIBOR Corridor Table (set forth on Exhibit H).

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Lower Collar. With respect to each Distribution Date, the applicable per annum rate set forth under the heading "Lower Collar" in the One-Month LIBOR Cap Table herein.

Lower Collar has the meaning assigned to such term in Section 3.1(a).

Examples of Lower Collar in a sentence

• If (A) the Estimated Working Capital Amount is less than (B) the result of the Working Capital Target Amount minus $15,000,000 (such result, the "LOWER COLLAR AMOUNT"), then the difference between the Lower Collar Amount and the Estimated Working Capital Amount shall be subtracted from the Purchase Price.

• At Closing, but subject to final adjustment post-Closing pursuant to Section 2.3(f), the Purchase Price shall be increased by the amount, if any, that the Estimated Closing Operating Working Capital exceeds the Upper Collar Amount, or decreased by the amount, if any, that the Lower Collar Amount exceeds the Estimated Closing Operating Working Capital (any such difference, the “Estimated Adjustment”).

• The Accounting Firm is not to make any other determination, including any determination as to whether the Net Working Capital Lower Collar Amount, Net Working Capital Upper Collar Amount or any estimates on the Estimated Closing Statement are correct, adequate or sufficient.

• The Company shall include with the Flow of Funds Memorandum its estimate of the Last Three Months Annualized Revenue (“Estimated Last Three Months Annualized Revenue”) and, based on such Estimated Last Three Months Annualized Revenue, the Company’s estimated NWC Lower Collar Target (the “Estimated NWC Lower Collar Target”) and the Company’s estimated NWC Upper Collar Target (the “Estimated NWC Lower Collar Target”).

• In the event that Final Net Working Capital is equal to or greater than the Final NWC Lower Collar Target and equal to or less than Final NWC Upper Collar Target, the Purchaser shall pay the Sellers an amount equal to the PTO Related Payments at the same time that the Purchase Price Adjustment is paid pursuant to Section 1.3(b)(v).

• Calculation of the Final Last Three Months Annualized Revenue, Final Net Working Capital (including components thereof), the Final NWC Lower Collar Target, the Final NWC Upper Collar Target, Cash, Indebtedness, unpaid Company Transaction Expenses and Final Closing Balance Sheet shall be in a manner consistent with the Net Working Capital Principles.

• Average Closing Stock Price" shall mean the average of the closing prices of one share of Purchaser Common Stock for the twenty (20) consecutive most recent days that Purchaser Common Stock has traded on the Nasdaq National Market ("NNM") ending on the third trading day preceding the Effective Time, as reported on the NNM; provided, however, that the Average Closing Stock Price shall not be greater than $42.86 (the "Upper Collar Limit") or less than $20.64 (the "Lower Collar Limit").

• If the Closing Operating Working Capital is between the Upper Collar Amount and the Lower Collar Amount (the “Working Capital Collar”), then there shall be no Purchase Price adjustment.

• For the avoidance of doubt, no item shall be double counted in the calculation of Net Working Capital, Cash, Indebtedness or Company Transaction Expenses and there shall be no adjustment at Closing under Section 1.3(a)(iv) to Base Purchase Price if the Estimated Net Working Capital is (A) equal to or greater than the Estimated NWC Lower Collar Target and (B) equal to or less than the Estimated NWC Upper Collar Target.

• The “Final Cash Consideration” will be the Base Cash Consideration plus (1) the amount, if any, by which Final Net Working Capital exceeds the Upper Collar Amount, minus (2) the amount, if any, by which the Lower Collar Amount exceeds Final Net Working Capital, plus (3) Final Closing Cash, minus (4) Final Closing Indebtedness, minus (5) Final Seller Transaction Expenses, minus (6) Final Taxes Payable.

More Definitions of Lower Collar

Lower Collar means the Target Working Capital minus One Million Dollars ($1,000,000).

Lower Collar means the amount equal to the Target Net Working Capital Amount minus $2,000,000.

Lower Collar has the meaning set forth in Section 2.5(e).

Lower Collar has the meaning set forth in Section 1.13(a).

Lower Collar. With respect to each Distribution Date, the ▇▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇te set forth under the heading "Lower Collar" in the One-Month LIBOR Cap Table herein.

Lower Collar in the schedule to the related Cap Contract, (ii) an amount equal to the lesser of (x) the related Cap Contract Notional Balance for such Distribution Date and (y) the outstanding Certificate Principal Balance of the related classes of Certificates and (iii) the number of days in such Accrual Period, divided by 360. If a payment is made to the Issuing Entity under a Cap Contract and the Trustee is required to distribute excess amounts to the holders of the Class C Certificates as described above, information regarding such distribution will be included in the monthly statement made available on the Trustee's website pursuant to Section 4.05 hereof.