Prepayment Consideration Not Payable Sample Clauses

Prepayment Consideration Not Payable. For the avoidance of doubt, there is no Series 2019-1 Make-Whole Prepayment Consideration payable as a result of (i) the application of Indemnification Amounts or Insurance/Condemnation Proceeds allocated to the Series 2019-1 Class A-2 Notes pursuant to clause (i) of the Priority of Payments, (ii) any Series 2019-1 Scheduled Principal Payments Amounts, Series 2019-1 Optional Scheduled Principal Payments or Series 2019-1 Scheduled Principal Payment Deficiency Amounts, (iii) any prepayment on or after the Prepayment Consideration End Date and (iv) prepayments of principal in an aggregate amount no greater than the Par Call Amount, other than any Refinancing Prepayments.
Prepayment Consideration Not Payable. For the avoidance of doubt, there is no Series 2019-2 Class A-2 Make-Whole Prepayment Consideration payable as a result of (i) the application of Indemnification Amounts or Insurance/Condemnation Proceeds allocated to the Series 2019-2 Class A-2 Notes pursuant to clause (i) of the Priority of Payments, (ii) any Series 2019-2 Class A-2 Notes Scheduled Principal Payments Amounts, Series 2019-2 Class A-2 Optional Scheduled Principal Payments or Series 2019-2 Class A-2 Notes Scheduled Principal Payment Deficiency Amounts, (iii) any prepayment on or after the Prepayment Consideration End Date and (iv) prepayments of principal in an aggregate amount no greater than the Par Call Amount, other than any Refinancing Prepayments.
Prepayment Consideration Not Payable. For the avoidance of doubt, there is no Series 2021-1 Class A-2 Notes Make-Whole Prepayment Consideration payable as a result of (i) the application of Indemnification Amounts or Insurance/Condemnation Proceeds allocated to the Series 2021-1 Class A-2 Notes pursuant to clause (i) of the Priority of Payments, (ii) any Series 2021-1 Class A-2 Notes Scheduled Principal Payments Amounts, Series 2021-1 Class A-2 Notes Optional Scheduled Principal Payments or Series 2021-1 Class A-2 Notes Scheduled Principal Payment Deficiency Amounts, (iii) any prepayment on or after the Prepayment Consideration End Date, (iv) mandatory prepayments due to a Rapid Amortization Event (v) any EU Change of Control; and (vi) any cancellations of repurchased Series 2021-1 Class A-2 Notes.
Prepayment Consideration Not Payable. For the avoidance of doubt, there is no Series 2021-1 Class A-2 Make-Whole Prepayment Consideration payable as a result of (i) the application of Indemnification Amounts allocated to the Series 2021-1 Class A-2 Notes pursuant to clause (i) of the Priority of Payments, (ii) the payment of any Series 2021-1 Class A-2 Notes Scheduled Principal Payment Amounts, Series 2021-1 Class A-2 Optional Scheduled Principal Payments or Series 2021-1 Class A-2 Notes Scheduled Principal Payment Deficiency Amounts and (iii) any prepayment on or after the applicable Prepayment Consideration End Date.
Prepayment Consideration Not Payable. For the avoidance of doubt, there is no Series 2017-1 Class A-2 Make-Whole Prepayment Consideration payable as a result of (i) the application of Indemnification Amounts or Insurance/Condemnation Proceeds allocated to the Series 2017-1 Class A-2 Notes pursuant to clause (i) of the Priority of Payments, (ii) the payment of any Series 2017-1 Class A-2 Notes Scheduled Principal Payments Amounts, Series 2017-1 Class A-2 Optional Scheduled Principal Payments or Series 2017-1 Class A-2 Notes Scheduled Principal Payment Deficiency Amounts, (iii) any prepayment on or after the Prepayment Consideration End Date, (iv) any prepayment in connection with a Cash Flow Sweeping Event and (v) prepayments of principal in an aggregate amount no greater than the Remaining Par Call Amount at the time of such prepayment, other than any Refinancing Prepayments.
Prepayment Consideration Not Payable. For the avoidance of doubt, there is no Series 2024-1 Class A-2 Notes Make-Whole Prepayment Consideration payable as a result of (i) the application of Indemnification Amounts or Insurance/Condemnation Proceeds allocated to the Series 2024-1 Class A-2 Notes pursuant to clause (i) of the Priority of Payments, (ii) any Series 2024-1 Class A-2 Notes Scheduled Principal Payments Amounts, Series 2024-1 Class A-2 Notes Optional Scheduled Principal Payments or Series 2024-1 Class A-2 Notes Scheduled Principal Payment Deficiency Amounts, (iii) any prepayment on or after the Prepayment Consideration End Date, (iv) mandatory prepayments due to a Rapid Amortization Event, (v) prepayments pursuant to the exercise of any EU/UK Applicable Investor Put Option, (vi) any cancellations of repurchased Series 2024-1 Class A-2 Notes, (vii) prepayments made from the Release Price in respect of any Qualifying Permitted Brand Dispositions and (viii) prepayments made with funds in the Cash Trap Reserve Account (other than optional prepayments of Series 2024-1 Class A-2 Notes prior to the Prepayment Consideration End Date at the sole discretion of the Co-Issuers, for which the Series 2024-1 Class A-2 Notes Make-Whole Prepayment Consideration shall be payable).
Prepayment Consideration Not Payable. For the avoidance of doubt, there is no Series 2018-1 Class A-2 Make-Whole Prepayment Consideration payable as a result of (i) the application of Indemnification Amounts allocated to the Series 2018-1 Class A-2 Notes pursuant to clause (i) of the Priority of Payments, (ii) the payment of any Series 2018-1 Class A-2 Notes Scheduled Principal Payment Amounts, Series 2018-1 Class A-2 Optional Scheduled Principal Payments or Series 2018-1 Class A-2 Notes Scheduled Principal Payment Deficiency Amounts and (iii) any prepayment on or after the applicable Prepayment Consideration End Date. In the event that the Series 2018-1 Class A-2-II Call Redemption Premium is paid, such amount will be in lieu of any Series 2018-1 Class A-2 Make-Whole Prepayment Consideration otherwise required to be paid on the Series 2018-1 Class A-2-II Notes in connection with such prepayment.
Prepayment Consideration Not Payable. For the avoidance of doubt, there is no Series 2017-1 Class A-2 Make-Whole Prepayment Consideration payable as a result of (i) the application of Indemnification Amounts or Insurance/Condemnation Proceeds allocated to the Series 2017-1 Class A-2 Notes pursuant to clause (i) of the Priority of Payments, (ii) the payment of any Series 2017-1 Class A-2 Notes Scheduled Principal Payments Amounts, Series 2017-1 Class A-2 Optional Scheduled Principal Payments or Series 2017-1 Class A-2 Notes Scheduled Principal Payment Deficiency Amounts, (iii) any prepayment on or after the Prepayment Consideration End Date, (iv) any prepayment in connection with a Cash Flow Sweeping Event and (v) prepayments of principal in an aggregate amount no greater than the Remaining Par Call Amount at the time of such prepayment, other than any Refinancing Prepayments.

Related to Prepayment Consideration Not Payable

  • Consideration Payment The consideration paid to Contractor is the entire compensation for all Work performed under this Agreement, including all of Contractor's approved reimbursable expenses incurred, such as travel and per diem expenses, unless otherwise expressly provided, as set forth in Exhibit 8 (Fees, Pricing and Payment Terms).

  • Settlement Consideration 4.1 Subject to the procedures in Sections 6 and 7 below, and in compromise of disputed claims and in consideration of this Agreement, as well as additional consideration described in this Agreement, the Parties have agreed that in exchange for a release by the Releasing Persons of the Released Persons of Released Claims, entry of Final Judgment as contemplated herein, and dismissal with prejudice of the Action, Defendant shall make the following payments: 4.1.1 Subject to the terms, limits, conditions, coverage limits, and deductibles of policies, Class Members who timely file valid Claim Forms by the Claims Deadline will be paid Claim Settlement Payments in an amount equal to the Nonmaterial Depreciation that was withheld from ACV Payments and not subsequently paid; 4.1.2 For Class Members identified under subsections 4.1.1 above, simple interest at the rate of 6% per annum on the Nonmaterial Depreciation determined under subsections 4.1.1, from the date of each respective ACV Payment to the Effective Date; 4.1.3 For Class Members identified under subsections 4.1.1 and for whom all Nonmaterial Depreciation that was withheld from ACV Payments was subsequently paid, simple interest at the rate of 6% per annum on Nonmaterial Depreciation that was initially withheld from ACV payments, from the date of each ACV Payment from which Nonmaterial Depreciation was withheld to the date all Nonmaterial Depreciation was paid; 4.1.4 Subject to the conditions set forth in this Agreement, attorneys’ fees and expenses that are awarded by the Court to Class Counsel; 4.1.5 Subject to the conditions set forth in this Agreement, service awards that are awarded by the Court to the Representative Plaintiffs. 4.1.6 The costs of Class Notice and settlement administration, as provided in this Agreement; and 4.1.7 The reasonable fees incurred by the Neutral Evaluator, as provided in this Agreement. 4.2 Until such time as the foregoing payments are made, all sums to be paid by Defendant shall remain under the control and ownership of Defendant or Defendant’s independent contractors. Neither Class Members nor any other Person shall have any right to or ownership or expectation interest in Claim Settlement Payments or any other sums unless and until timely and eligible claims of Class Members have been submitted and checks in payment of same have been issued and timely negotiated by Class Members, as described in this Agreement. For any payment that has not been timely negotiated by a Class Member, that Class Member’s rights to that payment shall be forfeited by the Class Member, and all rights to any such payments shall be governed by the Defendant’s general escheatment procedures and in accordance with the laws of the applicable states.

  • Optional Principal Payments 8 Method of Selecting Types and Interest Periods for New Advances..........................................12 2.9 Conversion and Continuation of Outstanding Advances......................................................12 2.10 Changes in Interest Rate, etc...........................................................................12 2.11

  • Purchase Price Payments (a) On each Payment Date, on the terms and subject to the conditions of this Agreement, the Initial Purchaser shall pay to KBK the Purchase Price for the Receivables and Related Assets to be purchased on such day by (i) making a cash payment to or at the direction of KBK to the extent that the Initial Purchaser has cash available to make such payment pursuant to SECTION 3.3, and (ii) automatically increasing the principal amount outstanding under the Purchaser Note issued to KBK by the amount of the excess, if any, of the Purchase Price to be paid to KBK for such Receivables and Related Assets OVER the amount of any payment made on such day pursuant to CLAUSE (I) next above. (b) On each Payment Date, the Initial Purchaser shall reduce the Purchase Price payable to KBK for the Receivables and Related Assets that the Initial Purchaser is to purchase on such day by an amount (the "PURCHASE PRICE ADJUSTMENTS") equal to the difference between (i) the sum of (A) the Dilution Adjustment (as defined in SECTION 3.5(B)), if any, for the immediately preceding Business Day, PLUS (B) the Noncomplying Receivables Adjustment (as defined in SECTION 3.5(A)), if any, for the immediately preceding Business Day, MINUS (ii) the amount of any payments that the Initial Purchaser shall have received on the immediately preceding Business Day on account of Collections due with respect to Noncomplying Receivables that have been included in an Purchase Price Adjustment previously deducted or paid in accordance with this SECTION 3.1. (c) If the Purchase Price Adjustments on any Payment Date exceed the Purchase Price payable by the Initial Purchaser to KBK on such day, then the principal amount of the Purchaser Note shall be automatically reduced by the amount of such excess; PROVIDED, that if the Purchaser Note has been reduced to zero, then KBK shall pay to the Initial Purchaser in cash the amount of such Purchase Price Adjustments on the next succeeding Business Day; and PROVIDED FURTHER, HOWEVER, that at any time (y) when a Liquidation Event or Unmatured Liquidation Event exists or (z) on or after the Purchase Termination Date, the amount of any such credit shall be paid by KBK to the Initial Purchaser by deposit in immediately available funds into the Collection Account for application by Servicer to the same extent as if Collections of the applicable Receivable in such amount had actually been received on such date.

  • Payment Amount Payment for the Services shall be as follows: (choose one) ☐ - $______________________ for the Services (“Payment”). ☐ - At an hourly rate of $____ per hour (“Payment”). ☐ - Other. ______________________________________________ (“Payment”) If the Subcontractor asserts a claim which involves, in whole or in part, acts or omissions which are the responsibility of the Client or another person for whom a claim may be submitted, including but not limited to, claims for failure to pay, an extension of time, impacts, delay damages, or extra work, the Contractor shall present the Subcontractor's claim to the Client or other responsible party provided the Subcontractor presents to Contractor competent supporting evidence and in sufficient time for the Contractor to do so. The Subcontractor shall cooperate fully with the Contractor in any and all steps the Contractor takes in connection with prosecuting such a claim and shall hold harmless and reimburse the Contractor for all expenses, including legal expenses, incurred by the Contractor which arise out of the Contractor's submission of the Subcontractor's claims to the Client or other responsible party(ies). The Subcontractor shall be bound by any adjudication or award in any action or proceeding resolving such a claim.