Value Shortfall definition

Value Shortfall means, as to any Sale Resolution, the excess, if any, of (i) the Base Value of the Conveyed Asset sold in connection with such Sale Resolution over (ii) the pre-tax proceeds realized from such Sale Resolution.
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Value Shortfall means the sum of (x) (A) $774,234,304 minus (B) the sum of the Specified Cash Amount (without giving effect to any reduction thereof pursuant to Section 2.01(b)), the Cash Make-Up Amount, if any, and the Contributed BH Share Value, plus (y) the amount, if any, by which the Specified Station Value is less than $364 million.
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Value Shortfall is defined in Section 2.8.
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Examples of Value Shortfall in a sentence

  • Within thirty (30) days following the conclusion of the appraisal process, the amount of any Residual Value Shortfall due to Landlord (if any) shall be so paid by Tenant.

  • Any failure of Landlord to timely send a Residual Value Notice to Tenant shall be deemed an acknowledgement by Landlord that the then-current fair market value of the Land is at least equal to the Guaranteed Land Value and the then-current fair market value of the Property Improvements is at least equal to the Guaranteed Improvements Value (and that the Residual Value Shortfall is “zero”), and the Parties shall have no further obligations under this Section 2(c).

  • If (i) the Chilean Merger is consummated, (ii) the approval of the CorpBanca Colombia-Helm Merger is denied by the SFC, (iii) in order to comply with Colombian law and relevant SFC resolutions, CorpBanca Colombia is required to sell all of its shares of Helm Bank (the “CorpBanca Helm Bank Shares”) and (iv) the Helm Sale Consideration is less than the Helm Value, CorpBanca shall pay Itaú Parent an amount equal to 22.29% of the Helm Value Shortfall.

  • The decision of the Independent Accountant shall also include a certificate of the Independent Accountant setting forth the final Current Asset Value Shortfall calculation measured as of the Closing Date (the “Settlement Amount Certificate”).

  • The Representative shall have until thirty (30) days after the receipt of the Closing Date Balance Sheet and the accompanying Current Asset Value Shortfall calculation to review such calculation and propose any adjustments thereto.

  • The Representative shall have the right to dispute the Closing Date Balance Sheet (and any items therein) and the accompanying calculation of the Current Asset Value Shortfall and make any proposed adjustments thereto as provided in Section 3(c) below.

  • If it is determined after completion of the time and procedure described in Section 3(c) below that there is an Asset Value Shortfall in excess of the estimated Asset Value Shortfall and the Representative does not dispute such determination as described in Section 3(c) below, cash in an amount equal to the excess Asset Value Shortfall shall be deducted from the Escrow Fund and delivered by the Escrow Agent to Buyer on the Settlement Date.

  • The Representative has delivered to Buyer an estimated consolidated balance sheet for the Company (the “Estimated Closing Date Balance Sheet”) and an estimated calculation of the Asset Value Shortfall (as defined below), in each case, measured as of the Closing Date after giving effect to the payment of, or reservation for, all liabilities and other obligations described in Section 5(a) below.

  • As soon as practicable after the Closing Date, Buyer shall cause its accountants to prepare and deliver to the Representative a consolidated balance sheet for the Company (the “Closing Date Balance Sheet”) and a calculation of the Asset Value Shortfall, in each case, measured as of the close of business on the Closing Date, prepared in accordance with GAAP.

  • If the Estimated Closing Date Balance Sheet shows an Asset Value Shortfall, the cash payable under Section 2(a)(i)(A) above shall be reduced by the aggregate amount of such Asset Value Shortfall, and the cash to be paid to Sellers, as set forth in Section 2(a)(i)(A) above, shall be adjusted accordingly.


More Definitions of Value Shortfall

Value Shortfall. With respect to any date of distribution, an amount equal to (x) the sum of (A) 10% less $1,000 of the aggregate Purchase Value (as of the related Transfer Date) of all Loans sold hereunder, plus (B) any amounts withdrawn from the Transfer Obligation Account for return to the Transfer Obligor pursuant to Section 7.05(i)(A) hereof since the Closing Date and prior to such Distribution Date, less (y) the sum of (i) the aggregate amount of payments actually made by the Transfer Obligor in respect of the Transfer Obligation pursuant to Section 5.06 and (ii) the aggregate amount of the Purchase Prices paid by the Loan Originator in respect of any Loan Originator Puts, since the Closing Date.
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Value Shortfall. With respect to any date of determination, an amount equal to (x) the sum of (A) 10% less $1,000 of the aggregate Purchase Value (as specified below) of all Loans sold hereunder, plus (B) any amounts withdrawn from the Transfer Obligation Account for return to the Transfer Obligor pursuant to Section 7.05(i)(A) hereof since the Closing Date and prior to such Distribution Date, less (y) the sum of (i) the aggregate amount of payments actually made by the Transfer Obligor in respect of the Transfer Obligation pursuant to Section 7.06 and (ii) the aggregate amount of the Purchase Prices paid by the Loan Originator in respect of any Loan Originator Puts, since the Closing Date. The Purchase Value shall be based on the Advance Factor most recently agreed upon by the Initial Class A Certificateholder and the Loan Originator provided that the Advance Factor shall be as of the Transfer Date for all Loans sold to the Trust prior to December 29, 1998.
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Related to Value Shortfall

  • Available Funds Shortfall As defined in Section 3.03(b)(ii)(A).

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

  • 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.

  • Excess Cash Amount means, as of any Excess Cash Measurement Date, (a) the total amount of Unrestricted Cash, less (b) the sum of (i) the applicable Minimum Cash Threshold hereto corresponding to such Excess Cash Measurement Date, (ii) the total amount of scheduled payments due by OEC and its Subsidiaries, taken as a whole, under (x) the New Notes and (y) any other Permitted Indebtedness in each case in the subsequent twelve (12) month period, (iii) projected expenses for the Issuer to conduct its operations during the subsequent twelve (12) month period, including any foreign currency conversion expenses and (iv) for any Excess Cash Measurement Date through (and including) December 31, 2024, any Fines due by OEC and its Subsidiaries for the subsequent twelve (12) month period; less (c) an amount equal to the Required Gross-Up; provided that any items already deducted from cash and short-term investments of OEC and its Subsidiaries for purposes of determining Unrestricted Cash shall not be deducted again for purposes of determining the Excess Cash Amount.

  • Working Capital Shortfall means the amount by which the Anticipated Working Capital Amount exceeds Minimum Net Operating Working Capital.

  • Collateral Shortfall Amount is defined in Section 8.1.

  • Overcollateralization Deficiency Amount With respect to any Distribution Date, the amount, if any, by which the Overcollateralization Target Amount exceeds the Overcollateralized Amount on such Distribution Date (assuming that 100% of the Principal Remittance Amount is applied as a principal distribution on such Distribution Date).

  • Excess Cash Payment Date means the date occurring 95 days after the last day of each Fiscal Year of Holdings (commencing with the Fiscal Year of Holdings ended December 31, 2010).

  • Excess Overcollateralization Amount With respect to any Distribution Date, the excess, if any, of (a) the Overcollateralization Amount on such Distribution Date over (b) the Required Overcollateralization Amount for such Distribution Date.

  • Fair Share Shortfall means, with respect to a Contributing Guarantor as of any date of determination, the excess, if any, of the Fair Share of such Contributing Guarantor over the Aggregate Payments of such Contributing Guarantor. “Adjusted Maximum Amount” means, with respect to a Contributing Guarantor as of any date of determination, the maximum aggregate amount of the obligations of such Contributing Guarantor under this Guaranty or a Related Guaranty, in each case determined in accordance with the provisions hereof and thereof; provided that, solely for purposes of calculating the “Adjusted Maximum Amount” with respect to any Contributing Guarantor for purposes of this paragraph 2, the assets or liabilities arising by virtue of any rights to or obligations of contribution hereunder or under any similar provision contained in a Related Guaranty shall not be considered as assets or liabilities of such Contributing Guarantor. “Aggregate Payments” means, with respect to a Contributing Guarantor as of any date of determination, the aggregate amount of all payments and distributions made on or before such date by such Contributing Guarantor in respect of this Guaranty and the Related Guaranties (including, without limitation, in respect of this paragraph 2 or any similar provision contained in a Related Guaranty). The amounts payable as contributions hereunder and under similar provisions in the Related Guaranties shall be determined as of the date on which the related payment or distribution is made by the applicable Funding Guarantor. The allocation among Contributing Guarantors of their obligations as set forth in this paragraph 2 or any similar provision contained in a Related Guaranty shall not be construed in any way to limit the liability of any Contributing Guarantor hereunder or under a Related Guaranty. Each Contributing Guarantor under a Related Guaranty is a third party beneficiary to the contribution agreement set forth in this paragraph 2.

  • First Liquidation Target Amount has the meaning assigned to such term in Section 6.1(c)(i)(D).

  • Balance Amount shall have the meaning set forth in Section 8.1 of this Agreement.

  • Daily Principal Shortfall means, on any date of determination, the excess of the Monthly Principal Payment for the Monthly Period relating to such date over the month to date amount of Collections processed in respect of Principal Receivables for such Monthly Period allocable to investor certificates of all outstanding Series, not subject to reallocation, which are on deposit or to be deposited in the Principal Account on such date.

  • Net Interest Shortfall With respect to any Distribution Date, the Interest Shortfall, if any, for such Distribution Date net of Compensating Interest Payments made with respect to such Distribution Date.

  • Monthly Loss Amount means the sum of all Foreclosure Losses, Restructuring Losses, Short Sale Losses, Portfolio Losses, Modification Default Losses and Deficient Losses realized by the Assuming Institution for any Shared Loss Month.

  • Principal Deficiency Amount For any Distribution Date and for any Undercollateralized Group, the excess, if any, of the aggregate Class Certificate Principal Balance of such Undercollateralized Group immediately prior to such Distribution Date over the sum of the Principal Balances of the Mortgage Loans in the related Loan Group immediately prior to such Distribution Date.

  • Deficiency Amount shall have the meaning set forth for such term in Section 4.03(a) hereof. “Department” shall mean the South Carolina Department of Revenue.

  • Accumulation Shortfall shall initially mean zero and shall thereafter mean, with respect to any Monthly Period during the Controlled Accumulation Period, the excess, if any, of the Controlled Deposit Amount for the previous Monthly Period over the amount deposited into the Principal Funding Account pursuant to subsection 4.9(c)(i) with respect to the Certificates for the previous Monthly Period.

  • Principal Shortfall For any Distribution Date, the amount, if any, by which (i) the Principal Distribution Amount for the preceding Distribution Date exceeds (ii) the aggregate amount actually distributed with respect to principal on the Non-Vertically Retained Principal Balance Certificates on such preceding Distribution Date in respect of such Principal Distribution Amount.

  • Target Overcollateralization Amount means, with respect to any Payment Date, 3.00% of the Adjusted Pool Balance as of the Cutoff Date. Notwithstanding the foregoing, the Target Overcollateralization Amount shall not exceed the Adjusted Pool Balance on such Payment Date.

  • Class A Deficiency Amount is defined in Section 4.1(a).

  • Series Principal Shortfall means with respect to any Transfer Date, the excess, if any, of (a) (i) with respect to any Transfer Date relating to the Controlled Accumulation Period, the Controlled Deposit Amount for such Transfer Date, and (ii) with respect to any Transfer Date during the Rapid Amortization Period, the Adjusted Investor Interest over (b) the Investor Principal Collections minus the Reallocated Principal Collections for such Transfer Date.

  • Curtailment Shortfall For any Distribution Date and for any Curtailment received in the Prior Period, an amount equal to one month’s interest on such Curtailment at the Pass-Through Rate for the applicable Mortgage Loan.