Twelve-Month Portfolio NOI Shortfall definition

Twelve-Month Portfolio NOI Shortfall has the meaning set forth in Section 1.6.
Sample 1
Twelve-Month Portfolio NOI Shortfall means the positive difference, if any, of (a) the Target NOI minus (b) the actual Net Operating Income for all of the Properties acquired by the Property Owning Subsidiaries at Closing for the first 12 full calendar months (the “NOI Measuring Period”) after the month in which Closing occurs, as determined by agreement of the parties hereto, pursuant to calculations in accordance with the methodology used by Equity One in generating the 2006 Budgets to be provided by Equity One Manager within forty-five (45) days after the last day of the NOI Measuring Period, and if the parties hereto fail to agree on such determination within seventy-five (75) days after the last day of the NOI Measuring Period, such determination shall be made within ninety (90) days after the last day of the NOI Measuring Period by an independent “big four” public accounting firm retained by the JV, in accordance with the methodology used by Equity One in generating the 2006 Budgets. Solely for purposes of determining the Twelve-Month Portfolio NOI Shortfall pursuant to the provisions of this Section 1.6, the 2006 Budgets shall be deemed to have been adopted by the JV and in effect for the entire NOI Measuring Period.
Sample 1

Examples of Twelve-Month Portfolio NOI Shortfall in a sentence

  • The JV shall not be entitled to receive from Transferors any additional or supplemental funds in the event that the Twelve-Month Portfolio NOI Shortfall exceeds the NOI Escrow.

  • At Closing, Transferors shall enter into a shortfall guaranty (the “Shortfall Guaranty”) with the JV, in the form annexed hereto as Exhibit D, pursuant to which Transferors will deposit either cash or a letter of credit in the amount of $2,089,191 (the “NOI Escrow”) and agree to pay to the JV an amount not in excess of the NOI Escrow in respect of the Twelve-Month Portfolio NOI Shortfall, if any, within thirty (30) days after the same is finally determined.

  • In the event that at the end of the NOI Measuring Period, the Twelve-Month Portfolio NOI Shortfall is greater than zero, then (i) an amount equal to the Twelve-Month Portfolio NOI Shortfall shall be distributed from the NOI Escrow to the members of the JV in accordance with the terms and conditions of the JV Partnership Agreement and (ii) any remaining balance of the NOI Escrow shall be distributed to Transferors.

  • In the event that at the end of the NOI Measuring Period, the Twelve-Month Portfolio NOI Shortfall is equal to or less than zero, then the NOI Escrow shall be released and disbursed to Transferors.

Related to Twelve-Month Portfolio NOI Shortfall

  • Total Monthly Excess Spread As to any Distribution Date, an amount equal to the excess if any, of (i) the interest on the Mortgage Loans received by the Servicer on or prior to the related Determination Date or advanced by the Servicer for the related Remittance Date (net of Expense Fees) over (ii) the sum of the amounts payable to the Certificates pursuant to Section 4.02(a)(i) on such Distribution Date.

  • Excess Cash Flow Payment Date means the earlier of (a) the date occurring 90 days after the last day of each fiscal year of the Borrower (commencing with the fiscal year of the Borrower ending December 31, 2018) and (b) the third Business Day following the date on which financial statements with respect to such period are delivered pursuant to Section 5.01(c).

  • Collateral Senior Minimum Monthly Interest shall have the meaning specified in subsection 4.02(d).

  • Excess Cash Flow Payment Period means, with respect to any Excess Cash Flow Payment Date, the immediately preceding fiscal year of the Borrower.

  • Collateral Minimum Monthly Interest shall have the meaning specified in subsection 4.02(c).

  • Rolling Three Month Delinquency Rate With respect to any Distribution Date, the fraction, expressed as a percentage, equal to the average of the Delinquency Rates for each of the three (or one and two, in the case of the first and second Distribution Dates, respectively) immediately preceding calendar months.

  • Excess Spread means, with respect to any Distribution Date, the sum of the amounts, if any, specified pursuant to subsections 4.05(a)(iv), 4.05(b)(iii) and 4.05(c)(ii) with respect to such Distribution Date.

  • Delinquency Amount means, as of any Distribution Date, the Principal Balance of all Contracts that were delinquent 60 days or more as of the end of the related Due Period (including Contracts in respect of which the related Motorcycles have been repossessed and are still in inventory).

  • Finance Charge Shortfall shall have the meaning specified in Section 4.09.

  • Available Funds Shortfall as defined in Section 3.04(b).

  • Specified Reserve Fund Balance means, on the Closing Date $3,846,153.85, and with respect to any Payment Date 0.25% of the initial aggregate principal balance of the Receivables as of the Cutoff Date.

  • Consolidated Excess Cash Flow means, for any period, an amount (if positive) equal to: (a) the sum, without duplication, of the amounts for such period of (i) Consolidated Net Income, plus, (ii) to the extent reducing Consolidated Net Income, the sum, without duplication, of amounts for non-cash charges reducing Consolidated Net Income, including for depreciation and amortization (excluding any such non-cash charge to the extent that it represents an accrual or reserve for a potential cash charge in any future period or amortization of a prepaid cash charge that was paid in a prior period), plus (iii) the Consolidated Working Capital Adjustment, minus (b) the sum, without duplication, of (i) the amounts for such period paid in cash by Holdings and its Subsidiaries from operating cash flow (and not already reducing Consolidated Net Income) of (1) scheduled repayments (but not optional or mandatory prepayments) of Indebtedness for borrowed money of Holdings and its Subsidiaries (excluding scheduled repayments of Revolving Credit Loans or Swing Line Loans (or other loans which by their terms may be re-borrowed if prepaid) except to the extent the Revolving Credit Commitments (or commitments in respect of such other revolving loans) are permanently reduced in connection with such repayments) and scheduled repayments of obligations of Holdings and its Subsidiaries under Capital Leases (excluding any interest expense portion thereof), (2) Capital Expenditures, (3) payments of the type described in clause (g) of the definition of Consolidated EBITDA and (4) consideration in respect of Permitted Acquisitions plus (ii) other non-cash gains increasing Consolidated Net Income for such period (excluding any such non-cash gain to the extent it represents the reversal of an accrual or reserve for a potential cash gain in any prior period).

  • Quarterly Excess Spread Percentage means, with respect to the August 2008 Distribution Date and each Distribution Date thereafter, the percentage equivalent of a fraction the numerator of which is the sum of the Excess Spread Percentages with respect to the immediately preceding three Monthly Periods and the denominator of which is three.

  • Available Funds Shortfall Amount means, as of any Payment Date, the amount, if any, by which the aggregate amount required to be paid pursuant to clauses first through twelfth of Section 4.4(a) of the Sale and Servicing Agreement exceeds the Available Funds for such Payment Date.

  • Net Monthly Excess Cash Flow For any Distribution Date the amount remaining for distribution pursuant to subsection 4.02(a)(iii) (before giving effect to distributions pursuant to such subsection).

  • Collateral Monthly Interest means the monthly interest distributable in respect of the Collateral Interest as calculated in accordance with subsection 4.06(c).

  • Portfolio Yield means, with respect to any Due Period, the annualized percentage equivalent of a fraction, the numerator of which shall be the sum of (i) the amount of Finance Charge Collections received during such Due Period, (ii) the amount of Series Yield Collections for each Series then outstanding for such Due Period and (iii) the amount of Series Additional Funds for each Series then outstanding for such Due Period, and the denominator of which shall be the total amount of Principal Receivables in the Trust as of the first day of such Due Period.

  • Note Monthly Principal Distributable Amount means, with respect to any Payment Date, the Note Percentage of the Principal Distributable Amount for such Payment Date.

  • Net Monthly Excess Cashflow With respect to each Distribution Date, the sum of (a) any Overcollateralization Release Amount for such Distribution Date and (b) the excess of (x) Available Funds for such Distribution Date over (y) the sum for such Distribution Date of (A) the Monthly Interest Distributable Amounts for the Class A Certificates and the Mezzanine Certificates, (B) the Unpaid Interest Shortfall Amounts for the Class A Certificates and (C) the Principal Remittance Amount.

  • Class A-P Collection Shortfall With respect to the Cash Liquidation or REO Disposition of a Discount Mortgage Loan and any Distribution Date, the excess of the amount described in Section 4.02(b)(i)(C)(1) over the amount described in Section 4.02(b)(i)(C)(2).

  • Excess Spread Percentage for any Distribution Date means a fraction, the numerator of which is the Excess Spread Amount for such Distribution Date multiplied by 12 and the denominator of which is the sum of the Nominal Liquidation Amounts of all Tranches of DiscoverSeries Notes as of the first day of the related Due Period.

  • Net Excess Spread With respect to any Distribution Date, (A) the fraction, expressed as a percentage, the numerator of which is equal to the product of (i) the amount, if any, by which (a) the aggregate of the Interest Remittance Amounts for each Mortgage Pool for such Distribution Date (as reduced by the Credit Risk Manager’s Fee) exceeds (b) the Current Interest payable with respect to the Certificates for such date and (ii) twelve, and the denominator of which is the Aggregate Pool Balance for such Distribution Date, multiplied by (B) a fraction, the numerator of which is thirty and the denominator of which is the greater of thirty and the actual number of days in the immediately preceding calendar month.

  • Collateral Monthly Principal means the monthly principal distributable in respect of the Collateral Interest as calculated in accordance with subsection 4.07(c).

  • Fiscal Month means any of the monthly accounting periods of Borrower.

  • Collateral Shortfall Amount is defined in Section 8.1.

  • Collection Period means, with respect to any Payment Date, the period commencing on the first day of the calendar month immediately preceding the month in which such Payment Date occurs (and, in the case of the first Collection Period, the period from (but excluding) the Cutoff Date) and ending on the last day of the calendar month immediately preceding the month in which such Payment Date occurs.