Additional Distribution. If any of the Securities are redeemed by the Security Issuer prior to April 25, 2007, each of the Class A Units being redeemed in connection with such redemption of Securities (or related exercise of the rights under the Swap Agreement) will receive a pro rata distribution from the proceeds of the redemption of the Securities remaining after payment of principal and interest on the Class A Units up to a maximum of $2.50
Additional Distribution. Subject to the limitations set forth in Section 5.4 the Managers shall, at least as often as quarterly, make distributions from the Company to the Members in amounts that the Managers determine are not needed and are not reasonably expected to be needed for normal operating expenses of the Company, for payment of Company obligations or for establishing reasonable reserves for such expenses and obligations, and for any capital acquisition reserve which has been authorized pursuant to Section 6.8.4. Except as determined by the Managers, no Member shall have the right to withdraw any amount from his or her Capital Account, or to receive any distribution or return of capital, without the unanimous consent of Members.
Additional Distribution. If a Warrantholder exercises Warrants in connection with a tender offer for settlement prior to the First Regular Call Date, each Unit called in connection with such exercise shall receive, in addition to principal and accrued interest, $1.50 per Unit from the proceeds of the Warrant exercise.
Additional Distribution. After the return of MOGS investment, MOGS and FIGS shall each receive Fifty Percent (50%) of all net profits. The net profits shall be defined as gross receipts received by the Film and the Property, to the extent related to this Film, in all media (including, without limitation, all ancillary rights) worldwide, less the aggregate of all costs, charges, fees and expenses of the Film and the Property. For purposes of computing net profits only the costs and expenses approved by both Parties and incurred by either Party directly on behalf of the Property shall be a charge against and shall reduce the gross receipts of the Property in calculating net profits of the Film and the Property.
Additional Distribution. If any of the Securities are redeemed by the Security Issuer prior to July 30, 2007, each of the Class A Units being redeemed in connection with such redemption of Securities (or related exercise of the call rights under the Swap Agreement) may receive a pro rata distribution from the proceeds of the redemption of the Securities (or related exercise of the Swap Agreement if physical settlement applies) remaining (other than proceeds in respect of accrued interest on the Securities), after payment of principal and interest on the Class A Units and any amounts payable to the Swap Counterparty and the Expense Administrator, of up to a maximum of $2.50 per Class A Unit.
Additional Distribution a. On the date of the Spin-Off, the number of shares of TransAct Stock received by the Ultimate Officer not subject to the Pledge Agreement shall be valued based on the Closing Valuation. If and to the extent that the Closing Value of the such TransAct Stock shall be less than $600,000, Tridex shall direct Ultimate to release from the Pledge Agreement and deliver to the Ultimate Officers a number of shares of TransAct Stock based upon the Closing Value on the date of the Spin-Off sufficient so that the value of total shares of TransAct Stock received by the Ultimate Officers by virtue of the Tridex Stock received pursuant to Section 4 and this Section 5a (and not subject to the Pledge Agreement) will have a Closing Value on the date of the Spin-Off equal to $600,000. Additionally Tridex will cause the Transfer Agent to remove any restrictive legends with respect to such TransAct Stock so delivered to the Ultimate Officers.
Additional Distribution. Company shall only distribute the Bing Search Service Redirect functionality to the extent permitted under this Agreement. The Parties may discuss and review additional search distribution opportunities that arise following the Effective Date, but any such opportunities will be subject to both Parties’ prior written approval and amendment to this Agreement. For the avoidance of doubt, this Section 4.9 does not impose any obligation on either Party to enter into additional search distribution obligations other than the Redirects contemplated under this Agreement.
Additional Distribution. Class A Units: If a Warrantholder exercises Warrants in connection with a tender offer for settlement prior to the First Regular Call Date, each Class A Unit called in connection with such exercise shall receive, in addition to principal and accrued interest, $1.50 per Class A Unit from the proceeds of the Warrant exercise. Class B Payments: If a Warrantholder exercises Warrants, then the Class B Units designated to be called in connection with such exercise shall receive the corresponding portion of the Class B Present Value Amount, adjusted for accrued Class B Payments on the Class B Units otherwise paid.
Additional Distribution. This Section 2(d) (Additional Distribution) shall not be construed to grant any additional rights to CP with respect to the Weblog Data. Notwithstanding any provision to the contrary in the Agreement, before sublicensing, distributing or otherwise making available the Weblog Data to any third party (each a “Data User”), CP must enter into a binding, written agreement with such Data User that contains terms at least as protective of Web Traffic Provider and the Weblog Data as the terms set forth in the Agreement (the “Data User Agreement”). CP shall (i) use commercially reasonable effort to enforce each Data User Agreement and (ii) promptly notify Web Traffic Provider if CP becomes aware of any breach, with respect to a Data User, of any of the usage restrictions set forth in this Agreement. CP shall be liable for any breach of the restrictions in this Agreement applicable to a Data Users’ use of the data, and any other act or omission of a Data User that would constitute a breach of this Agreement if such Data User were a party to this Agreement. Data Users may only access and use the Weblog Data as expressly authorized in Section 2(a)(ii)(ii) of this Agreement, and in accordance with the terms set forth in this Agreement applicable to CP in Sections 6 (Privacy), 7(a)(iv), and 2(c) (Restrictions, with the authorized and/or permitted use as applied to Data Users being only the Incidental View) and applicable to Clients in Section 2(a)(ii). In the event of any breach of such restrictions that is not cured within 10 days after written notice of such breach, Web Traffic Provider may terminate the Agreement, provided that the breach is capable of cure; if such breach is not capable of cure, termination shall be effective upon notice of such breach.
Additional Distribution. Company’s rights to further distribute the Data, if any, shall be as expressly set forth in the applicable Exhibit, and the provisions of this Section 10 (Additional Distribution) apply only with respect to such additional distribution. (x) Notwithstanding any provision to the contrary in the Agreement, before sublicensing or otherwise distributing or providing access to the Data to any third party (each a “Data User”), Company must enter into a binding, written agreement with such Data User that contains terms at least as protective of SOVRN and the Data as the terms set forth in the Agreement (the “Data User Agreement”). Company shall enforce each Data User Agreement with at least the same degree of diligence it uses to enforce similar agreements for its own proprietary information that it licenses or distributes, but in no event less than reasonable efforts. Company shall immediately notify SOVRN if Company becomes aware of any breach with respect to the Data of (i) any Data User Agreement, or (ii) the usage restrictions set forth in the Agreement. (y) If a Data User is permitted to further distribute the Data to other third parties (each other third party, an “End User”), Company shall ensure the requirements of clause (x) apply with respect to Data Users and End Users (collectively, “Users”). (z) Company shall be liable and responsible for all Users’ use of the Data. Any act or omission of a User that would constitute a breach of this Agreement if committed by Company shall be deemed a material breach of this Agreement by Company and Company hereby agrees to indemnify, defend and hold harmless SOVRN against any and all claims arising therefrom.
