Call Notices. The Call Notice shall specify the number of ------------ shares of Common Stock owned by the Management Investor or Director Investor as to which the Company is exercising its call right pursuant to Section 6.1 and shall contain an irrevocable offer to purchase such shares at a price equal to the price required to be paid by the Company pursuant to Section 6.1.
Call Notices. Subject to the articles and the terms on which shares are allotted, the directors may send a notice (a "call notice") to a member requiring the member to pay the Company a specified sum of money (a "call") which is payable in respect of shares which that member holds at the date of the call notice.
Call Notices. 20.1 Subject to these Articles and the terms on which Shares are allotted, the Directors may send a notice (a "Call Notice") to a Shareholder who has not fully paid for that Shareholder's Share(s) requiring the Shareholder to pay the Company a specified sum of money (a "call") which is payable to the Company by that Shareholder when the Directors decide to send the Call Notice.
Call Notices. After the Initial Closing Date, but before the Termination Date, the Company may require Philips to purchase additional Series A Shares for an aggregate purchase price up to the Maximum Amount by delivering to Philips a Call Notice not less than ten days prior to the relevant Subsequent Closing Date therefor; provided that only one Call Notice may be delivered during any calendar month. Each Call Notices shall be in the minimum aggregate amount of $1,000,000. In addition to setting forth the number of Series A Shares the Company is requiring Philips to purchase, each Call Notice shall set forth the details of the calculation pursuant to Section 1.2(b) above by which such number of Series A Shares was determined and such calculation shall be certified as accurate by the Chief Financial Officer of the Company.
Call Notices. The General Partner shall specify the time of each Subsequent Drawdown in a written notice (a “Call Notice”) given to the Limited Partners prior to the date of such Drawdown (the “Drawdown Date”).
Call Notices. The General Partner shall specify the time and amount of each Drawdown of capital contributions in a written notice (a “Call Notice”) given to the Limited Partners prior to the date of such Drawdown (the “Drawdown Date”). The General Partner shall give Call Notices to the Limited Partners at least ten (10) Business Days prior to each Drawdown Date.
Call Notices. (a) Once every calendar month commencing September 1998, until the Final Payment Date, the Seller may request partial payment of the Outstanding Balance from the Buyer by delivering to the Buyer a monthly notice ("Call Notice").
Call Notices. (a) Upon its receipt of written notice from any Consenting Holder that a Triggering Event has occurred, the Holder Representative shall give the Purchaser written notice no later than one (1) Business Day after the date on which it receives written notice that a Triggering Event has occurred (such notice from the Holder Representative to the Purchaser, a “Triggering Event Notice”). Each Consenting Holder shall give the Holder Representative and the Purchaser written notice upon the occurrence of each Triggering Event no later than the date on which the Triggering Event occurs.
(b) No later than forty-five (45) calendar days after the later of the receipt by the Purchaser of a Triggering Event Notice or the occurrence of a Triggering Event, the Purchaser shall deliver written notice to the Holder Representative which shall state if the Purchaser (or any designee named in such notice, which shall be substituted for the Purchaser for purposes of such notice) intends to purchase all of the Subject Notes (such notice, a “Call Election Notice” and such right, the “Call Right”). If the Purchaser declines to exercise the Call Right, the Purchaser may exercise the Call Right in the future in the case of any subsequent Triggering Event.
(c) Immediately and automatically upon delivery of the Call Election Notice by the Purchaser to the Holder Representative (such time, the “Call Exercise Date”) but subject to the prior delivery of the Call Purchase Price to the Escrow Account in accordance with the terms of Section 3.3, (i) the Subject Notes (including, without limitation any rights, such as any proof of claim) shall be transferred to the Purchaser and the Purchaser shall be deemed the beneficial owner and holder of all right, title interest of the Third Lien Holders in the Subject Notes, including without limitation any “claim” as defined in the Bankruptcy Code or proceeds thereof (“Acquired Interests”); (ii) the Purchaser shall have legal title of the Subject Notes, (iii) any ownership interest in the Acquired Interests of the Third Lien Holders will terminate and (iv) the Purchaser shall terminate the pledge set forth in Section 5.1 and take physical possession of the Subject Notes. Thereafter, each Third Lien Holder and the Third Lien Designee shall take all other actions reasonably requested by the Purchaser which the Purchaser deems necessary or advisable to ensure that beneficial ownership of the Acquired Interests is vested solely and exclusively in the Purch...
Call Notices. (a) Upon its receipt of written notice from any Consenting Holder that a Triggering Event has occurred, the Holder Representative shall give the Purchaser written notice no later than one (1) Business Day after the date on which it receives written notice that a Triggering Event has occurred (such notice from the Holder Representative to the Purchaser, a “Triggering Event Notice”). Each Consenting Holder shall give the Holder Representative and the Purchaser written notice upon the occurrence of each Triggering Event no later than the date on which the Triggering Event occurs.
(b) No later than forty-five (45) calendar days after the later of the receipt by the Purchaser of a Triggering Event Notice or the occurrence of a Triggering Event, the Purchaser shall deliver written notice to the Holder Representative which shall state if the Purchaser (or any designee named in such notice, which shall be substituted for the Purchaser for purposes of such notice) intends to purchase all of the Subject Notes (such notice, a “Call Election Notice” and such right, the “Call Right”). If the Purchaser declines to exercise the Call Right, the Purchaser may exercise the Call Right in the future in the case of any subsequent Triggering Event.
Call Notices. The LP represents and warrants to the General Partner and the Partnership that due to the operational requirements of its internal procedures relating to releasing funds, the LP is unable to fund capital calls on less than ten Business Days’ notice. Based solely on such representation made by the LP, notwithstanding the terms of the Partnership Agreement, the General Partner agrees that (a) no Call Notice shall be given to the LP on less than ten Business Days’ notice, or (b) the General Partner, in its discretion, shall make other arrangements, agreeable to the LP, to enable the LP to respond to a Call Notice without incurring any penalties under Section 9.4 (Defaulting Limited Partners) of the Partnership Agreement. The LP agrees that, notwithstanding the foregoing, it shall use commercially reasonable efforts to fund on or prior to the relevant Call Date in response to any Call Notice made on less than 10 Business Days’ notice.
