Permitted Tax Receivable Agreement Prepayment definition

Permitted Tax Receivable Agreement Prepayment means any prepayment made under the Tax Receivable Agreement; provided that before and after giving effect to such prepayment, no Event of Default shall have occurred and be continuing, including, on a Pro Forma Basis, under Section 7.11.
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Permitted Tax Receivable Agreement Prepayment means any prepayment made under the Tax Receivable Agreement; provided, that (a) such prepayment is made at a discount to the present value of all or a portion of the Borrower’s remaining obligations under the Tax Receivable Agreement, calculated in a manner reasonably satisfactory to the Administrative Agent, (b) such prepayment satisfies in full all or the applicable portion of the Borrower’s remaining obligations under the Tax Receivable Agreement, other than contingent indemnification obligations under the Tax Receivable Agreement for which no claim has been asserted, (c) such prepayment is made on or before September 30, 2009, (d) the terms and conditions of such prepayment are otherwise reasonably satisfactory to the Administrative Agent, and (e) both before and after giving effect to such prepayment, no Event of Default shall have occurred and be continuing, including, on a Pro Forma Basis, under Section 7.11.
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Permitted Tax Receivable Agreement Prepayment means any prepayment made under the Tax Receivable Agreement; provided that before and after giving effect to such prepayment, no Event of Default shall have occurred and be continuing, including, on a Pro Forma Basis, under Section 7.11. “Permitted Unsecured Indebtedness” means unsecured Indebtedness; provided, that (i) such Indebtedness does not require scheduled repayments of principal in cash prior to the maturity date of such Indebtedness, (ii) none of the obligors or guarantors with respect to such Indebtedness shall be a Person that is not a Loan Party and (iii) the negative and financial covenants of such Indebtedness, taken as a whole, shall not be materially more restrictive (taken as a whole) to the Loan Parties than those applicable to the Term B Loans, except for covenants applicable only to periods after the Maturity Date or earlier repayment in full of the Term B Loans; provided that such Indebtedness may contain additional or more restrictive financial covenants than those applicable to the Term B Loans so long as such covenants are added for the benefit of the Lenders hereunder. “Permitted Unsecured Refinancing Debt” means any Credit Agreement Refinancing Indebtedness in the form of one or more series of senior unsecured notes or senior unsecured loans. “Person” means any natural person, corporation, limited liability company, trust, joint venture, association, company, partnership, Governmental Authority or other entity. “Plan” means any employee benefit plan within the meaning of Section 3(3) of ERISA (including a Pension Plan), maintained for employees of any Borrower or any ERISA Affiliate or any such Plan to which any Borrower or any ERISA Affiliate is required to contribute on behalf of any of its employees and not excluded under Section 4 of ERISA. “Planned Expenditures” has the meaning specified in the definition of “Excess Cash Flow.” “Platform” has the meaning specified in Section 6.02. “PO Holding” means PO Holding LLC, a Delaware limited liability company. - 44-
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Examples of Permitted Tax Receivable Agreement Prepayment in a sentence

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Related to Permitted Tax Receivable Agreement Prepayment

  • Tax Receivable Agreement means the Tax Receivable Agreement, dated on or about the date hereof, among the Managing Member and the Holdings Unitholders (as defined in the Exchange Agreement) from time to time party thereto, as it may be amended or supplemented from time to time.

  • Permitted Prepayment Date means the Business Day after the second (2nd) anniversary of the first Payment Date

  • Tax Receivable Agreements means this Agreement, the Investors Tax Receivable Agreement (Exchanges) and the Management Tax Receivable Agreement.

  • Reinvestment Prepayment Amount with respect to any Reinvestment Event, the Reinvestment Deferred Amount relating thereto less any amount expended prior to the relevant Reinvestment Prepayment Date to acquire or repair assets useful in the Borrower’s business.

  • Servicer Prepayment Charge Payment Amount The amounts payable by the Servicer in respect of any waived Prepayment Charges pursuant to Section 2.05 or Section 3.01.

  • Reinvestment Prepayment Date with respect to any Reinvestment Event, the earlier of (a) the date occurring twelve months after such Reinvestment Event and (b) the date on which the Borrower shall have determined not to, or shall have otherwise ceased to, acquire or repair assets useful in the Borrower’s business with all or any portion of the relevant Reinvestment Deferred Amount.

  • Master Servicer Prepayment Charge Payment Amount The amounts payable by the Master Servicer pursuant to Section 2.03(b) in respect of any waived (or, with respect to subsequent changes of law, any unenforceable) Prepayment Charges.

  • Mandatory Prepayment Amount for any Debentures shall equal the sum of (i) the greater of: (A) 130% of the principal amount of Debentures to be prepaid, plus all accrued and unpaid interest thereon, or (B) the principal amount of Debentures to be prepaid, plus all other accrued and unpaid interest hereon, divided by the Conversion Price on (x) the date the Mandatory Prepayment Amount is demanded or otherwise due or (y) the date the Mandatory Prepayment Amount is paid in full, whichever is less, multiplied by the VWAP on (x) the date the Mandatory Prepayment Amount is demanded or otherwise due or (y) the date the Mandatory Prepayment Amount is paid in full, whichever is greater, and (ii) all other amounts, costs, expenses and liquidated damages due in respect of such Debentures.

  • Prepayment Premium means, with respect to the Mortgage Loan, any prepayment premium, spread maintenance premium, yield maintenance premium or similar fee required to be paid in connection with a prepayment of the Mortgage Loan pursuant to the Mortgage Loan Documents, including any exit fee.

  • Loan Payment means any amount payable by the Loan Parties to the Bank pursuant to the Legal Agreements or these General Conditions, including (but not limited to) any amount of the Withdrawn Loan Balance, interest, the Front-end Fee, interest at the Default Interest Rate (if any), any prepayment premium, any transaction fee for a Conversion or early termination of a Conversion, any premium payable upon the establishment of an Interest Rate Cap or Interest Rate Collar, and any Unwinding Amount payable by the Borrower.”

  • Principal Prepayment Amount For any Distribution Date and for any Loan Group, the sum with respect to the Mortgage Loans in such Loan Group of (i) Curtailments received during the Prior Period from such Mortgage Loans and (ii) Payoffs received during the Payoff Period from such Mortgage Loans.

  • Subordinate Principal Prepayments Distribution Amount For any Distribution Date, the Subordinate Prepayment Percentage of the Principal Prepayment Amount.

  • Prepayment Asset Sale means any Disposition by the Borrower or its Restricted Subsidiaries made pursuant to Section 6.07(h).

  • Permitted Tax Restructuring means any reorganizations and other activities related to tax planning and tax reorganization entered into prior to, on or after the date hereof so long as such Permitted Tax Restructuring is not materially adverse to the holders of the Notes (as determined by the Company in good faith).

  • Debt Prepayment Application means, with respect to any asset disposition, the application by the Company or any Subsidiary thereof of cash in an amount equal to the Net Proceeds Amount (or portion thereof) with respect to such asset disposition to pay Senior Indebtedness of the Company or such Subsidiary.

  • Mandatory Prepayment Date as defined in Section 2.12(e).

  • Intercompany Advance Agreement The Intercompany Advance Agreement, dated as September 11, 2009, between Ally Bank and Ally Auto, as amended, supplemented or modified from time to time.

  • Applicable Prepayment Premium has the meaning specified therefor in the Fee Letter.

  • Mandatory Prepayment Event has the meaning specified in Section 2.03(b)(i).

  • Loan Payments means the amounts required to be paid by the Company in repayment of the Loan pursuant to Section 4.1 hereof.

  • Permitted Tax Distribution for any fiscal year means any payments in compliance with clause (6) of the second paragraph under Section 4.03.

  • ECF Prepayment Amount has the meaning assigned to such term in Section 2.11(b)(i).

  • Agreement combined tax rate means the sum of the tax rates:

  • Required Prepayment Lenders the Majority Facility Lenders in respect of each Facility.

  • Principal Prepayment Any payment of principal or other recovery on a Mortgage Loan, including a recovery that takes the form of Liquidation Proceeds or Insurance Proceeds, which is received in advance of its scheduled Due Date and is not accompanied by an amount as to interest representing scheduled interest on such payment due on any date or dates in any month or months subsequent to the month of prepayment.

  • Intercompany Loan shall have the meaning provided in Section 8.05(g).