Preference Payment definition

Preference Payment means an amount equal to Two Million Nine Hundred Sixty-Three Thousand Six Hundred and Sixty-Six and 99/100 Dollars ($2,963,666.99), which shall be payable as follows:

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Preference Payment means an amount payable to holders of the Company Preferred Stock outstanding immediately prior to the Effective Time pursuant to Section 4.3.1 of the Company Certificate of Incorporation equal to (a) $0.90 per share of Series A Preferred Stock plus all accrued and unpaid dividends with respect to such share, (b) $1.00 per share of Series B Preferred Stock plus all accrued and unpaid dividends with respect to such share, (c) $0.59 per share of Series C Preferred Stock plus all accrued and unpaid dividends with respect to such share and (d) $0.59 per share of Series C-1 Preferred Stock plus all accrued and unpaid dividends with respect to such share.

Examples of Preference Payment in a sentence

Any Credit Demand, Unpaid Demand Note Demand, Preference Payment Demand or Termination Demand may be delivered by facsimile transmission.
The Class A/B/C/D L/C Preference Payment Disbursement does not exceed the amount that is available to be drawn by the Trustee under the Class A/B/C/D Letter of Credit on the date of this certificate.
By way of example, if ***, then the TLC Preference Payment shall be ***.
The TLC Preference Payment shall be an amount equal to US$60,000,000 in proportion to the percentage of the assets or shares of the Company or TLC Shanghai to be acquired by the acquirer.
The Shareholders covenant that they shall not enter into any agreement or commitment *** and shall not vote in favor of such *** a shareholders’ voting is required until *** commits in writing to such TLC Preference Payment.
This Agreement shall terminate automatically when upon satisfaction of the conditions in Section 6.1 or Section 6.2 of the Shareholders Agreement, as the case may be, TLC is unable to enjoy corresponding rights as set forth in Section 6.1 or Section 6.2 of the Shareholders’ Agreement (i.e., TLC’s shareholding in TLC Hong Kong drops under *** or TLC fails to receive the TLC Preference Payment from the proceeds of sale under Section 6.2 of the Shareholders’ Agreement).
Each Holder of the Class A-1 Certificates, by its purchase of Class A-1 Certificates, agrees that the Certificate Insurer may at any time during the continuation of any proceeding relating to a Preference Payment, direct all matters relating to the Preference Payment on its behalf, including the direction of any appeal of any order relating to the preference claim and the posting of any surety, supersedeas, or performance bond pending any appeal.
Proceeds from such a sale of Units shall be allocated among the participating Members by taking into account the value of the Preference Payment as if such proceeds were distributed as an Additional Distribution under Section 5.1(b), taking into account the provisions of Section 5.1(d) as to in-kind distributions.
Notwithstanding the foregoing, the Holder of this Note shall not be entitled to the Preference Payment unless such Holder first (i) waives all rights, title, and entitlements to any distributions from the Company as a Member of the Company (and a holder of Company Units) pursuant to the Operating Agreement and (ii) discharges all amounts owed Holder by the Company (whether pursuant to a debt instrument or otherwise) other than the Preference Payment.
Until the Preference Payment has been fully paid for each Preferred Unit, 80% of Additional Distributions will be allocated for Preference Payments.

More Definitions of Preference Payment

Preference Payment means an amount per share of Company Preferred Stock payable to holders of the Company Preferred Stock outstanding immediately prior to the Effective Time equal to (a) with respect to the Series A Preferred Stock, $1.00 per share of Series A Preferred Stock outstanding immediately prior to the Effective Time, plus all accrued and unpaid dividends with respect to such share pursuant to the Charter, (b) with respect to the Series B Preferred Stock, $1.5087 per share of Series B Preferred Stock outstanding immediately prior to the Effective Time, plus all accrued and unpaid dividends with respect to such share pursuant to the Charter, (c) with respect to the Series C Preferred Stock, $2.7036 per share of Series C Preferred Stock outstanding immediately prior to the Effective Time, plus all accrued and unpaid dividends with respect to such share pursuant to the Charter and (d) with respect to the Series D Preferred Stock, $4.2359 per share of Series D Preferred Stock outstanding immediately prior to the Effective Time, plus all accrued and unpaid dividends with respect to such share pursuant to the Charter.

Preference Payment shall have the meaning set forth in Section 4.10(d).

Preference Payment means an amount per share of Preferred Stock payable to holders of the Preferred Stock outstanding immediately prior to the Effective Time equal to (a) with respect to the Series A Preferred Stock, $2.00 per share of Series A Preferred Stock outstanding immediately prior to the Effective Time, plus all declared and unpaid dividends with respect to such share pursuant to the Company Charter, (b) with respect to the Series B Preferred ACTIVE 274341277 Stock, $3.901 per share of Series B Preferred Stock outstanding immediately prior to the Effective Time, plus all declared and unpaid dividends with respect to such share pursuant to the Company Charter, (c) with respect to the Series C Preferred Stock, $8.405 per share of Series C Preferred Stock outstanding immediately prior to the Effective Time, plus all declared and unpaid dividends with respect to such share pursuant to the Company Charter, (d) with respect to the Series D Preferred Stock, $11.52 per share of Series D Preferred Stock outstanding immediately prior to the Effective Time, plus all declared and unpaid dividends with respect to such share pursuant to the Company Charter, and (e) with respect to the Junior Preferred Stock, $4.103995 per share of Junior Preferred Stock outstanding immediately prior to the Effective Time, plus all declared and unpaid dividends with respect to such share pursuant to the Company Charter.

Preference Payment means any amounts received by the Target Group prior to the Closing that a member of the Target Group is ordered after the Closing to return or reimburse to another Person in accordance with an order of a bankruptcy court or other governmental authority having competent jurisdiction on the grounds that such payment constituted a preferential transfer that is voidable under applicable bankruptcy Law or any insolvency or similar Law of any jurisdiction.

Preference Payment shall have the meaning set forth in Section 3.2(b). “Regulatory Allocations” shall have the meaning set forth in Section 5.6.

Preference Payment means any amounts that the Insured is obligated to return to the Buyer