AGREEMENT TO INVEST IN PARALLEL Sample Clauses

AGREEMENT TO INVEST IN PARALLEL. Subject to the terms and conditions contained herein, the parties agree that, at all times during which all or any of the Limited Partners of the Main Fund and the QLP Fund are obligated, in accordance with the Main Fund Partnership Agreement and the QLP Fund Partnership Agreement, respectively, to contribute their respective Commitments: (a) each Parallel Investor shall purchase its Pro Rata Share of all Portfolio Securities designated in any Investment Notice; and (b) no investment in a Portfolio Company may be made by any of the Parallel Investors unless the investment is made by each Parallel Investor at the same time and on substantially the same terms. It is acknowledged and agreed that: (c) the Commitment of each Limited Partner of the US-Inst Fund is denominated in United States dollars; (d) the Commitment of the US-Inst Fund hereunder has been made in the Canadian dollar equivalent of the aggregate Commitments of the Limited Partners of the US-Inst Fund, using an exchange rate of US $1.00: Cdn $-; and (e) notwithstanding that the Commitment of the US-Inst Fund hereunder is in Canadian dollars, in the event that, prior to the US-Inst Fund having contributed the full amount of its Commitment pursuant to Sections 2.1 and 2.2 (after taking into account any amounts which are subject to recall pursuant to Section 2.6), the Limited Partners of the US-Inst Fund shall have advanced 100% of their respective Commitments denominated in United States dollars to the US-Inst Fund (after taking into account any amounts which are subject to recall pursuant to Section 4.1 of the US-Inst Fund Partnership Agreement), neither the US-Inst Fund nor any of the other Parallel Investors shall be required to make any further payments under Section 2.2, unless, and to the extent that, after such date Acquisition Costs or other amounts are returned to Parallel Investors and such amounts are included in the respective Commitments of such Parallel Investors, as contemplated by Section 2.6.
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Related to AGREEMENT TO INVEST IN PARALLEL

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  • Restriction on Transfer, Proxies and Non-Interference Except as contemplated hereby, the Stockholder shall not (i) sell, transfer, pledge, encumber, assign or otherwise dispose of, or enter into any contract, option or other arrangement or understanding with respect to the sale, transfer, pledge, encumbrance, assignment or other disposition of, any of his or her Shares, (ii) grant any proxies, deposit any shares of capital stock of the Company into a voting trust or enter into a voting agreement with respect to any such Shares or (iii) take any action that would make any representation or warranty of the Stockholder contained herein untrue or incorrect or have the effect of preventing or disabling the Stockholder from performing his or her obligations under this Voting Agreement. Notwithstanding the foregoing, the Stockholder shall be permitted to (i) transfer any of the Owned Shares to any member of the immediate family of the Stockholder or any trust, limited partnership or other entity the beneficial ownership of which is held by the Stockholder or such family members (each, a "Permitted Transferee"), so long as such Permitted Transferee agrees in writing, in form and substance satisfactory to the Purchaser, to be bound by the terms hereof to the same extent as the Stockholder is bound and provided further, however, that no such transfer shall relieve the Stockholder of his or her obligations hereunder if such Permitted Transferee does not perform such obligations, (ii) dispose of any Owned Shares in payment of the exercise price or any withholding taxes in connection with any exercise by the Stockholder of stock options outstanding on the date of this Voting Agreement to acquire shares of capital stock of the Company and (iii) transfer by gift to any charitable organization up to the number of Owned Shares indicated on Schedule A under the heading "Maximum Number of Shares that May be Transferred by Gift."

  • CALL-IN PAY 14.01 An employee who is called in to work outside their regularly scheduled hours shall be paid a minimum of four (4) hours pay at their applicable rate whenever there is a break between the employee's regularly scheduled hours and the work the employee is called to perform.

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  • Agreement to Subordinate The Company agrees, and each Holder by accepting a Note agrees, that the Indebtedness evidenced by the Notes is subordinated in right of payment, to the extent and in the manner provided in this Article 10, to the prior payment in full of all Senior Debt (whether outstanding on the date hereof or hereafter created, incurred, assumed or guaranteed), and that the subordination is for the benefit of the holders of Senior Debt.

  • Default in Payment of Principal of Loans and Reimbursement Obligations The Borrower shall default in any payment of principal of any Loan or Reimbursement Obligation when and as due (whether at maturity, by reason of acceleration or otherwise).

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