Pre-Closing Date Distribution definition

Pre-Closing Date Distribution means an amount equal to the Seller’s share of Distributable Profits for the period beginning on the Debt Financing Documentation Date and ending on the calendar day immediately prior to the Closing Date, as determined in accordance with the terms and subject to the conditions of the Company Operating Agreement.
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Examples of Pre-Closing Date Distribution in a sentence

  • Seller shall be entitled to the Pre-Debt Financing Documentation Date Distribution and, subject to Section 2.02(a)(ii) and to the extent of the Remaining Balance as set forth therein, the Pre-Closing Date Distribution.

  • If the Pre-Closing Date Distribution is more than the then outstanding Remaining Balance, Seller hereby irrevocably, knowingly and voluntarily forever waives, from and after the Closing, its right under the Company Operating Agreement to receive any such excess amount, and any such excess amount shall be distributed solely to Other Member.

Related to Pre-Closing Date Distribution

  • Assumed Final Distribution Date The Distribution Date in July 2036.

  • Initial Distribution Date means the date occurring as soon as reasonably practicable after the Effective Date when distributions under the Plan shall commence.

  • Initial Distribution means the distribution made to holders of Allowed Class C-4 Claims on the Distribution Date.

  • Scheduled Closing Date Has the meaning specified in the NPA.

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

  • Final Distribution Date The Distribution Date on which the final distribution in respect of the Certificates is made pursuant to Section 9.01.

  • Delayed Closing Date means the date, set in accordance with section 3, on which the Vendor agrees to Close, in the event the Vendor cannot Close on the Firm Closing Date.

  • Scheduled Final Distribution Date No.: H-1 September 15, 2021 This certifies that Cede & Co. is the registered owner of a beneficial ownership interest in a Trust Fund, including the distributions to be made with respect to the Class H Certificates. The Trust Fund, described more fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured housing properties and held in trust by the Trustee and serviced by the applicable Servicer. The Trust Fund was created, and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement and is bound thereby. Also issued under the Pooling and Servicing Agreement are the Class A-1, Class A-1D, Class A-2, Class A-3, Class A-AB, Class A-4, Class A-5, Class A-1S, Class A-M, Class A-J, Class A-1A, Class XP, Class B, Class C, Class D, Class E, Class F, Class XS, Class G, Class J, Class K, Class L, Class M, Class N, Class O, Class P, Class Q, Class S, Class T, Class R and Class LR Certificates (together with the Class H Certificates, the "Certificates"; the Holders of Certificates issued under the Pooling and Servicing Agreement are collectively referred to herein as "Certificateholders"). This Certificate is issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of October 1, 2006 (the "Pooling and Servicing Agreement"), by and among Deutsche Mortgage & Asset Receiving Corporation, as Depositor, Capmark Finance Inc., as servicer (the "Capmark Servicer") with respect to all of the Mortgage Loans other than the mortgage loans known as the Ala Moan Portfolio Loan and the Fair Lakes Office Portfolio Loan which are being serviced by Wachovia Bank, National Association (the "Wachovia Servicer" and collectively with the Capmark Servicer, the "Servicers"), J.E. Robert Company, Inc., as specixx xexxxxxx (the "Special Servicer") and LaSalle Bank National Association, as trustee, (the "Trustee") and Paying Agent. To the extent not defined herein, capitalized terms used herein shall have the meanings assigned thereto in the Pooling and Servicing Agreement. The Trustee makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates or the Mortgage Loans and has executed this Certificate in its limited capacity as Trustee under the Pooling and Servicing Agreement. Pursuant to the terms of the Pooling and Servicing Agreement, the Trustee, or the Paying Agent on behalf of the Trustee, will distribute (other than the final distribution on any Certificate), on the tenth day of each month, or if such day is not a Business Day, the Business Day immediately following such day, commencing in November 2006 (each such date, a "Distribution Date") an amount equal to such Person's pro rata share (based on the Percentage Interest represented by this Certificate) of that portion of the aggregate amount of principal and interest then distributable, if any, allocable to the Class H Certificates for such Distribution Date, all as more fully described in the Pooling and Servicing Agreement. Holders of this Certificate may be entitled to Prepayment Premiums and Yield Maintenance Charges as provided in the Pooling and Servicing Agreement. During each Interest Accrual Period (as defined below), interest on the Class H Certificates will be calculated based on a 360-day year consisting of twelve 30-day months on the outstanding Certificate Balance hereof.

  • Anticipated Closing Date means the anticipated closing date of any proposed Qualified Sale Transaction, as determined in good faith by the Board of Directors on the Applicable Date.

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

  • Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.

  • Pre-Closing Taxable Period means with respect to any tax, any applicable taxable period ending on or prior to consummation of the transactions contemplated hereby on the Closing Date or the allocable portion of any applicable taxable period that includes but does not end on the Closing Date.

  • Closing Date Payment has the meaning set forth in Section 2.04(a)(i).

  • Class C Final Distribution Date means the October 15, 2021 Distribution Date.

  • Class B Final Distribution Date means the August 16, 2021 Distribution Date.

  • Interim Distribution Date means the date as soon as reasonably practicable after the Plan Implementation Date;

  • Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.

  • Series Closing Date means the date designated as such in the Series Term Sheet.

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Pre-Distribution Period means any Tax Year or other taxable period that ends on or before the Distribution Date and, in the case of any Straddle Period, that part of the Tax Year or other taxable period through the end of the day on the Distribution Date.

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Additional Closing Date shall have the meaning set forth in Section 2.3.2.

  • Second Closing Date has the meaning set forth in Section 1.3.

  • Pre-Closing Tax Period means any Tax period ending on or before the Closing Date.

  • Pre-Closing Reorganization has the meaning set forth in the Recitals.