True-Up Payment definition

True-Up Payment means a payment into the applicable Reserve Account of a sum which, together with any applicable monthly deposits into the applicable Reserve Account, will be sufficient to discharge the obligations and liabilities for which such Reserve Account was established as and when reasonably appropriate. The amount of the True Up Payment shall be determined by Lender in its reasonable discretion and shall be final and binding absent manifest error.

True-Up Payment means a payment into the applicable Reserve Account of a sum which, together with any amounts then on deposit in the applicable Reserve Account, will be sufficient to discharge the obligations and liabilities for which such Reserve Account was established as and when such obligations and liabilities are required to be paid. The amount of the True Up Payment shall be determined by Lender in its reasonable discretion in accordance with the Loan Documents and shall be final and binding absent manifest error.

True-Up Payment has the meaning set forth in Section 2.7(e).

Examples of True-Up Payment in a sentence

• The 2024 True-Up Payment, if any, shall be treated as adjustments to the consideration paid pursuant to the Transactions for Tax purposes.

• Once annually on or prior to November 15 following a Delivery Year, Buyer shall review the performance of the REC deliveries made during such Delivery Year, using information provided in the REC Annual Report submitted pursuant to Section 10(c) of the Cover Sheet, and determine the True-Up Payment Amount.

• Upon the termination of the Deferral Period for any reason, SCI shall continue to pay PropCo Reduced Rent and any True Up Payment owing for the period from the last rent payment date through such date of termination, and, to the extent that the final certified EBITDAR for such period is less than the corresponding assumed EBITDAR used to make Reduced Rent Payments, SCI shall invoice PropCo for such True-Up Payment, which amount shall be immediately due and payable to SCI.

• If final payment due under this REC Contract has been made or if a portion of the True-Up Payment Amount remains outstanding after the true-up payment adjustment has been applied to the final payment, then Seller shall be responsible for any remaining balance due after the true-up payment adjustment and Seller shall return to Buyer such outstanding portion of the True-Up Payment Amount within twenty (20) Business Days of written notice from Buyer to Seller.

• At the end of the foregoing process, the IPA shall inform Xxxxx and Seller of the True-Up Payment Amount for such Delivery Year.

More Definitions of True-Up Payment

True-Up Payment has the meaning set forth in Section 9.4.

True-Up Payment shall have the meaning set forth in Section 3.01(c).

True-Up Payment shall have the meaning ascribed to such term in Section 5.6.

True-Up Payment shall have the meaning set forth in the Mortgage Loan Agreement.

True-Up Payment has the meaning set forth in Section 2.02(b).

True-Up Payment means an amount, if any, calculated on an Annual Statement Date, equal to the amount by which (i) $1,000,000 x Y exceeds (ii) P (where "Y" equals the number of Annual Statement Dates which have occurred prior to and including such date of calculation and "P" equals the sum of the aggregate amount of all (x) Mentadent Payments paid to Seller prior to such date of calculation and due and payable on the Annual Statement Payment Date next following plus (y) True-Up Payments paid to Seller prior to such date of calculation; provided, however, that "True-Up Payment" shall mean an amount equal to zero so long as Seller has received from Purchaser an aggregate amount of Mentadent Payments and True-Up Payments equal to or in excess of $5,000,000.

True-Up Payment has the meaning given thereto in Section 2(c);