Acceleration of Exchange Date Sample Clauses

Acceleration of Exchange Date. At any time after the Exchange Date has been extended pursuant to Section 1.3(e) hereof, Seller may, at its option in connection with the consummation of a Rollover Offering, accelerate the Exchange Date to any date on or after May __, 2001, by notice to Purchaser not later than ____ a.m. on the date to which the Exchange Date is accelerated; provided that such acceleration shall be effective only if [(A) all other sellers that have entered into purchase agreements with the Trust elect to accelerate such purchase agreements to the same date and (B)] at or prior to ___ a.m. on such accelerated Exchange Date, Seller has paid to Purchaser, by wire transfer to an account designated by Custodian, in Federal (immediately available) funds, an amount equal to the product of (i) the aggregate accrued and unpaid quarterly distributions on all outstanding Securities (computed on the basis of an aggregate quarterly distribution of $______ and a 360-day year comprised of 12 30-day months) and (ii) a fraction, the numerator of which is the sum of the Firm Share Base Amount and the Additional Share Base Amount and the denominator of which is the number of Firm Securities. Upon receipt of such amount in immediately available funds, Purchaser shall promptly deliver to Seller, free of any adverse claim, the U.S. Government Securities previously delivered by Seller to Purchaser pursuant to Section 1.3(e) (together with any -11- 12 payments theretofore received by Purchaser in respect thereof). If Seller elects to accelerate the Exchange Date and so notifies Purchaser, Purchaser shall provide notice of such election to the holders of the Securities not later than the accelerated Exchange Date.
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Acceleration of Exchange Date. At any time after the Exchange Date has been extended pursuant to Section 1.3(f) hereof, Counterparty may, at its option but only in connection with the consummation of a Rollover Offering, accelerate the Exchange Date to any date on or after [ ], 2004, by notice to the Trust not later than 10:00 a.m. on the date to which the Exchange Date is accelerated; [provided, however, that Counterparty hereby waives its right to accelerate the Exchange Date hereunder and agrees to be bound by the decision Holdings makes with respect to acceleration of the Exchange Date pursuant to Section 1.3(g) of the Holdings Forward Contract]; provided[, further,] that such acceleration shall be effective only if at or prior to 10:00 a.m. on such accelerated Exchange Date, Counterparty has paid to the Trust, by wire transfer to an account designated by the Trust, in Federal (immediately available same-day) funds, an amount not less than (i) the Extension Amount multiplied by (ii) the number of days in the period from (and including) [ ] to (but excluding) the Exchange Date as accelerated, calculated on the basis of a 360 day year consisting of twelve 30-day months divided by (iii) 90. If Counterparty elects to accelerate the Exchange Date and so notifies the Trust, the Trust shall provide notice of such election to the holders of the Equity Trust Securities not later than the accelerated Exchange Date.
Acceleration of Exchange Date. At any time after the Exchange Date has been extended pursuant to Section 1.3(f) hereof, Counterparty may, at its option but only in connection with the consummation of a Rollover Offering, accelerate the Exchange Date to any date on or after November 15, 2004, by notice to the Trust not later than 10:00 a.m. on the date to which the Exchange Date is accelerated; provided that such acceleration shall be effective only if at or prior to 10:00 a.m. on such accelerated Exchange Date, Counterparty has paid to the Trust, by wire transfer to an account designated by the Trust, in Federal (immediately available same-day) funds, an amount not less than (i) the Extension Amount multiplied by (ii) the number of days in the period from (and including) November 15, 2004 to (but excluding) the Exchange Date as accelerated, calculated on the basis of a 360 day year consisting of twelve 30-day months divided by (iii) 90. If Counterparty elects to accelerate the Exchange Date and so notifies the Trust, the Trust shall provide notice of such election to the holders of the Equity Trust Securities not later than the accelerated Exchange Date.
Acceleration of Exchange Date. At any time after the Exchange Date has been extended pursuant to Section 1.3(f) hereof, Seller may, at its option but only in connection with the consummation of a Rollover Offering, accelerate the Exchange Date to any date on or after [ ], 2005, by notice to Purchaser not later than 10:00 a.m. on the date to which the Exchange Date is accelerated; PROVIDED that such acceleration shall be effective only if at or prior to 10:00 a.m. on such accelerated Exchange Date, Seller has paid to Purchaser, by wire transfer to an account designated by Purchaser, in Federal (immediately available same-day) funds, an amount not less than (i) the Extension Amount MULTIPLIED BY (ii) the number of days in the period from (and including) [ ] to (but excluding) the Exchange Date as accelerated, calculated on the basis of a 360 day year consisting of twelve 30-day months DIVIDED BY (iii) 90. If Seller elects to accelerate the Exchange Date and so notifies Purchaser, Purchaser shall provide notice of such election to the holders of the DECS not later than the accelerated Exchange Date.
Acceleration of Exchange Date. At any time after the Exchange ----------------------------- Date has been extended pursuant to Section 1.3(f) hereof, Seller may, at its option but only in connection with the consummation of a Rollover Offering, accelerate the Exchange Date to any date on or after , 2002, by notice to Purchaser not later than a.m. on the date to which the Exchange Date is accelerated; provided that such acceleration shall be effective only if (i) each Other Seller, if any, has previously or simultaneously elected to accelerate the Exchange Date (as such term is defined in the forward purchase agreement dated as of the date hereof between such Other Seller and the Purchaser), and (ii) at or prior to a.m. on such accelerated Exchange Date, Seller has paid to Purchaser, by wire transfer to an account designated by Purchaser, in Federal (immediately available same-day) funds, an amount equal to not less than the product of (1) $____________ [the aggregate interest payable for the extension period on the Initial DECS per day] times the number of days in the period from ----- (and including) , 2002 to (but excluding) the Exchange Date as accelerated, calculated on the basis of a 360 day year consistency of twelve 30-day months and (2) a fraction, the numerator of which is the sum of the Firm Share Base Amount and the Additional Share Base Amount and the denominator of which is the number of Initial DECS. If Seller elects to accelerate the Exchange Date and so notifies Purchaser, Purchaser shall provide notice of such election to the holders of the DECS not later than the accelerated Exchange Date.
Acceleration of Exchange Date. At any time after the Exchange Date has been extended pursuant to Section 1.3(f) hereof, Seller may, at its option but only in connection with the consummation of a Rollover Offering, accelerate the Exchange Date to any date on or after [ ], 2002, by notice to Purchaser not later than 10:00 a.m. on the date to which the Exchange Date is accelerated; provided that such acceleration shall be effective only if (i) each Other Rollover Seller, if any, has previously or simultaneously elected to accelerate the Exchange Date (as such term is defined in the forward purchase agreement dated as of the date hereof between such Other Rollover Seller and the Purchaser), and (ii) at or prior to 10:00 a.m. on such accelerated Exchange Date, Seller has paid to Purchaser, by wire transfer to an account designated by Purchaser, in Federal (immediately available same-day) funds, an amount equal to not less than the product of (1) the Extension Amount TIMES the number of days in the period from (and including) [ ], 2002 to (but excluding) the Exchange Date as accelerated, calculated on the basis of a 360 day year consisting of twelve 30-day months divided by [90]. If Seller elects to accelerate the Exchange Date and so notifies Purchaser, Purchaser shall provide notice of such election to the holders of the DECS not later than the accelerated Exchange Date.

Related to Acceleration of Exchange Date

  • Acceleration of Exercisability In the event of the merger or consolidation of the Company with or into another corporation, the exchange of all or substantially all of the assets of the Company for the securities of another corporation, the acquisition by another corporation or person of all or substantially all of the Company’s assets or eighty percent (80%) or more of the Company’s then outstanding voting stock, or the liquidation or dissolution of the Company, the Committee may, in its absolute discretion and upon such terms and conditions as it deems appropriate, provide by resolution, adopted prior to such event and incorporated in the notice referred to in Section 3(c)(vii), that at some time prior to the effective date of such event this Option shall be exercisable as to all the shares covered hereby, notwithstanding that this Option may not yet have become fully exercisable under Section 3(a)(i); provided, however, that this acceleration of exercisability shall not take place if: (i) This Option becomes unexercisable under Section 3(c) prior to said effective date; or (ii) In connection with such an event, provision is made for an assumption of this Option or a substitution therefor of a new option by an employer corporation, or a parent or subsidiary of such corporation, so that such assumption or substitution complies with the provisions of Section 424(a) of the Code; and provided, further, that nothing in this Section 3(d) shall make this Option exercisable if it is otherwise unexercisable by reason of Section 3(e). The Committee may make such determinations and adopt such rules and conditions as it, in its absolute discretion, deems appropriate in connection with such acceleration of exercisability, including, but not by way of limitation, provisions to ensure that any such acceleration and resulting exercise shall be conditioned upon the consummation of the contemplated corporate transaction, and determinations regarding whether provisions for assumption or substitution have been made as defined in subsection (ii) above.

  • Acceleration of Equity Awards All: (i) outstanding and unvested options to purchase Common Stock granted to Executive under any equity plan of the Company, (ii) unvested shares of restricted Common Stock awarded to the Executive under any equity plan of the Company, and (iii) other equity and equity equivalent awards then held by the Executive, shall be accelerated in full, and thereafter all such options, shares of restricted Common Stock and other equity awards shall be immediately vested and exercisable for such period of time as provided for by the specific agreements governing each such award, upon Executive’s termination pursuant to Sections 11(b), (c), (e) or (f) hereof.

  • Suspension of Service and Acceleration If any amount owing by You under this or any other agreement for Our services is 30 or more days overdue (or 10 or more days overdue in the case of amounts You have authorized Us to charge to Your credit card), We may, without limiting Our other rights and remedies, accelerate Your unpaid fee obligations under such agreements so that all such obligations become immediately due and payable, and suspend Our services to You until such amounts are paid in full.

  • Suspension; Acceleration of Maturity Section 5.01. The following is specified as an additional event for suspension of the right of the Borrower to make withdrawals from the Loan Account for the purposes of Section 8.01(m) of the Loan Regulations: the Borrower shall have failed to perform any of its obligations under the Ordinary Operations Loan Agreement. Section 5.02. The following is specified as an additional event for acceleration of maturity for the purposes of Section 8.07(d) of the Loan Regulations: the event specified in Section 5.01 of this Loan Agreement shall have occurred.

  • Duration of Exercisability The installments provided for in Section 3.1 are cumulative. Each such installment which becomes exercisable pursuant to Section 3.1 shall remain exercisable until it becomes unexercisable under Section 3.3.

  • Optional Acceleration of Maturity If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event, (a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issue, increase, or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower, (b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and (c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents for the ratable benefit of the Banks by appropriate proceedings.

  • Acceleration Events Each of the following events shall constitute an “Acceleration Event”:

  • Acceleration Upon Change of Control In the event of a Change of Control, all obligations hereunder shall be accelerated and such obligations shall be calculated pursuant to this Article IV as if an Early Termination Notice had been delivered on the closing date of the Change of Control and utilizing the Valuation Assumptions by substituting the phrase “the closing date of a Change of Control” in each place where the phrase “Early Termination Effective Date” appears. Such obligations shall include, but not be limited to, (1) the Early Termination Payment calculated as if an Early Termination Notice had been delivered on the closing date of the Change of Control, (2) any Tax Benefit Payments agreed to by the Corporation and the Members as due and payable but unpaid as of the Early Termination Notice and (3) any Tax Benefit Payments due for any Taxable Year ending prior to, with or including the closing date of a Change of Control (except to the extent that any amounts described in clauses (2) or (3) are included in the Early Termination Payment). For the avoidance of doubt, Sections 4.2 and 4.3 shall apply to a Change of Control, mutadis mutandi.

  • Suspension of Exercisability To the extent that the Company determines in good faith that some action will or need be taken pursuant to Section 3.1 or to comply with federal or state securities laws, the Company may suspend the exercisability of the Rights for a reasonable period in order to take such action or comply with such laws. In the event of any such suspension, the Company shall issue as promptly as practicable a public announcement stating that the exercisability or exchangeability of the Rights has been temporarily suspended. Notice thereof pursuant to Section 5.9 shall not be required. Failure to give a notice pursuant to the provisions of this Agreement shall not affect the validity of any action taken hereunder.

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