Allocation Agreement. “Allocation Agreement” or “Agreement” shall mean this NMTC Program Allocation Agreement between the Fund and the Allocatee and Subsidiary Allocatee, as the case may be, including the Organization Specific Terms and Conditions (Schedule 1) and the General Allocation Terms and Conditions (Schedule 2) and any attachments hereto, as such Agreement may, from time to time, be amended in accordance with its terms.
Allocation Agreement. Prior to the provision of a NMTC Allocation under this Notice of Allocation, the CDFI Fund and the Allocatee must execute an Allocation Agreement. The Allocation Agreement sets forth certain required terms and conditions, as well as approved uses of the NMTC Allocation. The NMTC Allocation is not effective unless and until the Allocation Agreement is fully executed and the CDFI Fund has entered an Effective Date on the first page of the Allocation Agreement. This Notice of Allocation does not constitute an effective NMTC Allocation.
Allocation Agreement. (a) The Manager and Bimini hereby agree that they will make available to the Company pursuant to this Section 1.02 all investment opportunities in Target Assets made available to the Manager or Bimini, as the case may be.
(b) Notwithstanding the provisions of Section 1.02(a) hereof, if the amount of available Target Assets is less than the amount needed by the Company, Bimini or any other Manager Account, either the Manager or Bimini, as the case may be, shall allocate such Target Assets to each such Manager Account, Bimini and the Company based on the following factors (the “Allocation Procedures”):
(i) the primary investment strategy of Bimini, the relevant Manager Accounts and the Company;
(ii) the effect of the Target Assets on the diversification of each of Bimini’s, the relevant Manager Accounts’ and the Company’s portfolio by coupon, purchase price, size, payment characteristics and leverage;
(iii) the cash requirements of each of Bimini, the relevant Manager Accounts and the Company;
(iv) the anticipated cash flow of each of Bimini’s, the relevant Manager Accounts’ and the Company’s portfolio; and
(v) the amount of funds available to each of Bimini, the relevant Manager Accounts and the Company and the length of time such funds have been available for investment.
(c) Notwithstanding anything to the contrary in this Agreement, the Allocation Procedures shall not be required to be followed by Bimini or the Manager (i) with respect to the allocation of purchases of whole-pool residential mortgage-backed securities and (ii) if such allocation procedures would result in an inefficiently small amount of Target Assets being purchased for either Bimini, a Manager Account or the Company, as the case may be.
(d) If Target Assets are not allocated among Bimini, a Manager Account and/or the Company pursuant to the Allocation Procedures due to the provisions of Section 1.2(c) hereof, either Bimini or the Manager, as the case may be, shall allocate any future purchases of Target Assets that are not subject to the Allocation Procedures in a manner such that, on an overall basis, each of Bimini, the relevant Manager Accounts and the Company are treated equitably.
Allocation Agreement. A document setting forth the allocation of the Purchase Price as provided in Paragraph 1.06.
Allocation Agreement. At a Commingled Point, Transporter and the Commingled Shippers may agree on any Pre-Determined Allocation (“PDA”) methodology that is operationally and administratively feasible.
Allocation Agreement. At the Closing, Purchaser and Seller are entering into an allocation agreement satisfying the requirements of Section 1060 of the Code and the regulations promulgated pursuant thereto. Neither Purchaser nor Seller shall take a reporting position contrary to the allocation agreement.
Allocation Agreement. The allocation of the Purchase Price shall have been determined in accordance with Section 2.08 hereof. Purchaser shall have the right to waive any of the foregoing conditions precedent, except for the conditions set forth in Section 9.05(a) with respect to consents, approvals or authorizations of any Governmental Authority, Section 9.05(b) and Section 9.06.
Allocation Agreement. Seller shall have executed the Allocation Agreement.
Allocation Agreement. The Vendors covenant that all distributions will be made either (i) in accordance with the Allocation Agreement, or (ii) with the prior written consent of the Purchaser.
Allocation Agreement. The Stockholders shall have executed and delivered the Allocation Agreement, and such agreement shall be in full force and effect;
