Special Cash Distribution definition

Special Cash Distribution means the Crane Company Special Cash Amount Distribution set forth in the Separation Agreement.
Special Cash Distribution means any proceeds distributed to the holder of Common Units arising from (A) any financing, refinancing, re-leveraging or similar transaction by the Optionor or any subsidiary of the Optionor or (B) any sale, transfer or other disposition of a material amount the assets of the Optionor or any subsidiary of the Optionor. For the avoidance of doubt, a Special Cash Distribution shall in no event be a negative amount.

Examples of Special Cash Distribution in a sentence

  • Capitalized terms used and not otherwise defined in this Special Cash Distribution Election Form will have the meanings ascribed to those terms in the Plan.

  • Each of the PIK/Term Lenders shall receive their Pro Rata share of the PIK/Term Special Cash Distribution.

  • Completion Completion shall take place on (i) the third Business Day (a) after the fulfillment or waiver (if applicable) of the conditions precedent under the Sale and Purchase Agreement or (b) after the record date of the Proposed Conditional Chuang’s China Special Cash Distribution, whichever is later; or (ii) such other day as may be agreed in writing between the Vendors and the Purchaser.

  • A percentage of the portion of such distribution to which Cemex would otherwise be entitled equal to one minus the Applicable Tax Rate shall be paid to RMUSA (the amount so paid to RMUSA is referred to herein as the "Cemex Post-Exercise Special Cash Distribution") and credited against the Initial Payment (as defined below).

  • No gain or loss will be recognized by Distributing on the Contribution (including with respect to the Special Cash Distribution).

  • The Company holds 60.71% interests in Chuang’s China (1,426,074,923 shares) as at 31 March 2021, thus the amount of the Proposed Conditional Chuang’s China Special Cash Distribution to be received by the Company would be approximately HK$121,216,000 and such amount would be eliminated at the consolidated level of the Group.

  • Provided that the proceeds of the Special Cash Distribution and the amount of any payment by Controlled 2 to Distributing 2 pursuant to the Working Capital Adjustment are used as described above, no gain or loss will be recognized by Distributing 2 (and no amount will be includible in its income) on the Second Contribution (including the receipt of the Special Cash Distribution and any payment by Controlled 2 to Distributing 2 pursuant to the Working Capital Adjustment).

  • Please expand your disclosure to indicate when the final installment is due on the note receivable from KMP and when the annual payments are made on the Special Cash Distribution Units.

  • The Second Contribution (including the receipt of the Special Cash Distribution and any payment by Controlled 2 to Distributing 2 pursuant to the Working Capital Adjustment) followed by the External Distribution will qualify as a reorganization within the meaning of § 368(a)(1)(D).

  • The ’158 patent is directed to a system and method for secure transaction management and electronic rights protection to ensure that information is accessed and used only in authorized ways.

Related to Special Cash Distribution

  • Cash Distribution means the distribution by the Company to all holders of its Common Stock of cash, other than any cash that is distributed upon a merger or consolidation to which Section 2(h) applies or as part of a distribution referred to in paragraph (4) of Section 2(b).

  • Cash Distributions means dividends, interest and other distributions and payments (including proceeds of liquidation, sale or other disposition) made or received in cash upon or with respect to any Collateral.

  • Special Distribution has the meaning set forth in Section 11.4.

  • Capital Distribution means, with respect to any Person, a payment made, liability incurred or other consideration given for the purchase, acquisition, repurchase, redemption or retirement of any Equity Interest of such Person or as a dividend, return of capital or other distribution in respect of any of such Person’s Equity Interests.

  • Income Distribution shall be calculated as set forth in subparagraph (A), below, unless the Prospectus provides for the averaging of income distributions, in which case, "Income Distribution" shall be shall be calculated as set forth in subparagraph (B), below. Accordingly, the Unitholder's "Income Distribution" shall be equal to:

  • Main Distribution Frame (MDF) is termination frame for outside facility and inter-exchange office equipment at the central office for DS-0 and DSL services.

  • Extraordinary Distribution means any dividend or other distribution (effected while any of the shares of ESOP Preferred Stock are outstanding) (a) of cash, where the aggregate amount of such cash dividend and distribution together with the amount of all cash dividends and distributions made during the preceding period of 12 months, when combined with the aggregate amount of all Pro Rata Repurchases (for this purpose, including only that portion of the aggregate purchase price of such Pro Rata Repurchase which is in excess of the Fair Market Value of the Common Stock repurchased as determined on the applicable expiration date (including all extensions thereof) of any tender offer or exchange offer which is a Pro Rata Repurchase, or the date of purchase with respect to any other Pro Rata Repurchase which is not a tender offer or exchange offer made during such period), exceeds Twelve and One- Half percent (12.5%) of the aggregate Fair Market Value of all shares of Common Stock outstanding on the record date for determining the shareholders entitled to receive such Extraordinary Distribution and (b) any shares of capital stock of the Corporation (other than shares of Common Stock), other securities of the Corporation (other than securities of the type referred to in paragraph I(2)), evidence of indebtedness of the Corporation or any other person or any other property (including shares of any subsidiary of the Corporation), or any combination thereof. The Fair Market Value of an Extraordinary Distribution for purposes of paragraph I(4) shall be the sum of the Fair Market Value of such Extraordinary Distribution plus the amount of any cash dividends which are not Extraordinary Distributions made during such twelve- month period and not previously included in the calculation of an adjustment pursuant to paragraph I(4).

  • Distributable Cash Flow means, for any Distribution Period, an amount equal to the Cash Flow for such Distribution Period, less any amount that the Board may reasonably consider to be necessary to provide for the payment of any costs or expenses, including any tax liability of Holding GP or the Fund, that have been or are reasonably expected to be incurred in the activities and operations of Holding GP or the Fund (to the extent that such costs or expenses have not otherwise been taken into account in the calculation of the Cash Flow) and less such reserves or amounts as are, in the opinion of the Board, necessary or desirable;

  • annual cash dividend means cash dividends paid in any fiscal year of the Corporation to the extent that such cash dividends do not exceed, in the aggregate, the greatest of:

  • Special Distribution Date means, with respect to any Special Payment, the Business Day chosen by the Subordination Agent pursuant to Section 2.04(a) for the distribution of such Special Payment in accordance with this Agreement.

  • Certificate Distribution Account has the meaning assigned to such term in the Trust Agreement.

  • Principal Distribution Account means the account by that name established and maintained pursuant to Section 4.1 of the Sale and Servicing Agreement.

  • Distributable Cash means, as of any relevant date on which a determination is being made by the Manager regarding a potential distribution pursuant to Section 4.01(a), the amount of cash that could be distributed by the Company for such purposes in accordance with the Credit Agreements (and without otherwise violating any applicable provisions of any of the Credit Agreements).

  • Final Distribution means any distribution made in redemption of all or a portion of the Up-MACRO Holding Shares pursuant to Section 5.2(a) or 5.2(c) on the Final Scheduled Termination Date, an Early Termination Date or a Redemption Date.

  • Companion Distribution Account shall have the meaning assigned to such term in the Lead Securitization Servicing Agreement.

  • Tax Distribution has the meaning set forth in Section 4.4.

  • Pool Distribution Amount As to any Distribution Date and Loan Group, the excess of (a) the sum of (i) the aggregate of (A) the interest portion of any Monthly Payment on a Mortgage Loan in such Loan Group (net of the Servicing Fee) and the principal portion of any Monthly Payment on a Mortgage Loan in such Loan Group due on the Due Date in the month in which such Distribution Date occurs and which is received prior to the related Determination Date (or in the case of any Monthly Covered Amount, the related Remittance Date) and (B) all Periodic Advances and payments of Compensating Interest made by the Servicer in respect of such Loan Group and Distribution Date deposited to the Servicer Custodial Account pursuant to Section 3.08(b)(vii); (ii) all Liquidation Proceeds received on the Mortgage Loans in such Loan Group during the preceding calendar month and deposited to the Servicer Custodial Account pursuant to Section 3.08(b)(iii); (iii) all Principal Prepayments (other than Total Covered Amounts) received on the Mortgage Loans in such Loan Group during the month preceding the month of such Distribution Date and deposited to the Servicer Custodial Account pursuant to Section 3.08(b)(i) during such period and all Total Covered Amounts received and deposited in the Servicer Custodial Account by the related Remittance Date; (iv) in connection with Defective Mortgage Loans in such Loan Group or Converted Mortgage Loans, as applicable, the aggregate of the Repurchase Prices and Substitution Adjustment Amounts deposited on the related Remittance Date pursuant to Section 3.08(b)(vi); (v) any other amounts in the Servicer Custodial Account deposited therein pursuant to Sections 3.08(b)(iv), (v) and (ix) in respect of such Distribution Date and such Loan Group; (vi) any Reimbursement Amount required to be included pursuant to Section 5.02(a) and (vii) any Recovery with respect to such Distribution Date over (b) any (i) amounts permitted to be withdrawn from the Servicer Custodial Account pursuant to clauses (i) through (vii), inclusive, of Section 3.11(a) in respect of such Loan Group and (ii) amounts permitted to be withdrawn from the Certificate Account pursuant to clauses (i) and (ii) of Section 3.11(b) in respect of such Loan Group.

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

  • Hardship Distribution means a severe financial hardship to the Participant resulting from a sudden and unexpected illness or accident of the Participant or of his or her dependent (as defined in Section 152(a) of the Code), loss of a Participant’s property due to casualty, or other similar or extraordinary and unforseeable circumstances arising as a result of events beyond the control of the Participant. The circumstances that would constitute an unforseeable emergency will depend upon the facts of each case, but, in any case, a Hardship Distribution may not be made to the extent that such hardship is or may be relieved (i) through reimbursement or compensation by insurance or otherwise, (ii) by liquidation of the Participant’s assets, to the extent the liquidation of assets would not itself cause severe financial hardship, or (iii) by cessation of deferrals under this Plan.

  • Series A Distribution Payment Date has the meaning assigned to such term in Section 5.11(b)(i)(A).

  • Main Distribution Frame (MDF means the termination frame for outside facility and inter-exchange office equipment at the CO.

  • Qualified distribution means a distribution from a Roth Elective Deferral Account after the Participant has satisfied a five year tax holding period and has attained age 59½, died, or become Disabled, in accordance with Code Section 402A(d). The five year tax holding period is the period of five consecutive taxable years that begins with the first day of the first taxable year in which the Participant makes a designated Roth Elective Deferral under the Plan or to another retirement plan which amount was directly rolled over to the Plan, and ends when five consecutive taxable years have been completed.

  • Distribution Event means any insolvency, bankruptcy, receivership, liquidation, reorganization or similar proceeding (whether voluntary or involuntary) relating to the Company or its property, or any proceeding for voluntary or involuntary liquidation, dissolution or other winding up of the Company, whether or not involving insolvency or bankruptcy.