Conditions and Procedure for Withdrawal Sample Clauses

Conditions and Procedure for Withdrawal. Upon withdrawal or termination of a Member from FDX, this Section 7 shall apply to all licenses granted to or by such Member pursuant to this Agreement. The timing of such withdrawal or termination will determine the effect on such Member’s licensing obligations as specified in Section 7(b) below. Except as provided in Section 5(c), the effective date of withdrawal or termination shall be determined in accordance with the FDX Membership Agreement.
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Conditions and Procedure for Withdrawal. Upon withdrawal or termination of an Associate or Adopter Member in accordance with the Bylaws of Bluetooth SIG, this Section 7 shall apply to all licenses granted to or by such Member pursuant to this License. The timing of such withdrawal or termination will determine the effect on such Associate or Adopter Member’s licensing obligations as specified in Section 7(b) below. If an Associate or Adopter Member withdraws within three (3) weeks following its receipt of notice of adoption of a Bluetooth Specification, the effective date of such withdrawal shall be immediately prior to such adoption. In every other case, the effective date of withdrawal or termination shall be determined in accordance with the Bylaws of Bluetooth SIG.
Conditions and Procedure for Withdrawal. A Contributor may withdraw from this Agreement at any time. The timing of such withdrawal will determine the effect on such Contributor’s licensing obligations as specified in Section 3.2 below. A Contributor who wishes to withdraw must provide timely written notice to the Secretary of this decision, and no withdrawal will be effective until written notice is received by the Secretary. The Secretary will promptly send out copies of the withdrawing Contributor’s notice to the Members and will, as soon as reasonably practicable, remove the withdrawing Contributor’s name and all contact or identifying information of such withdrawing Contributor from any Forum websites, mailing lists, listservs and distribution lists.
Conditions and Procedure for Withdrawal. An Early Adopter may withdraw from this Agreement at any time. The timing of such withdrawal will determine the effect on such Early Adopter's licensing obligations as specified in Section 7.2 below. An Early Adopter who wishes to withdraw should provide timely written notice to the Secretary of this decision. An Early Adopter that withdraws from this Agreement cannot enter into subsequent Early Adopters Agreement unless unanimously agreed among the Promoters.

Related to Conditions and Procedure for Withdrawal

  • Effect of Withdrawal The Company shall not be dissolved by the dissolution or other event of withdrawal of a Member if any Member remains to carry on the business of the Company.

  • Certain Calculations and Tests (a) Notwithstanding anything in this Agreement or any Loan Document to the contrary, when calculating any applicable ratio or determining other compliance with this Agreement (including the determination of compliance with any provision of this Agreement which requires that no Default or Event of Default has occurred, is continuing or would result therefrom) in connection with a Specified Transaction undertaken in connection with the consummation of a Limited Condition Acquisition, the date of determination of such ratio and determination of whether any Default or Event of Default has occurred, is continuing or would result therefrom or other applicable covenant shall, at the option of the Borrower (the Borrower’s election to exercise such option in connection with any Limited Condition Acquisition, an “LCA Election”), be deemed to be the date the definitive agreements for such Limited Condition Acquisition are entered into (the “LCA Test Date”) and if, after such ratios and other provisions are measured on a Pro Forma Basis after giving effect to such Limited Condition Acquisition and the other Specified Transactions to be entered into in connection therewith (including any incurrence of Indebtedness and the use of proceeds thereof) as if they occurred at the beginning of the four consecutive fiscal quarter period being used to calculate such financial ratio ending prior to the LCA Test Date, the Borrower could have taken such action on the relevant LCA Test Date in compliance with such ratios and provisions, such provisions shall be deemed to have been complied with. For the avoidance of doubt, (x) if any of such ratios are exceeded as a result of fluctuations in such ratio (including due to fluctuations in Consolidated EBITDA of the Borrower) at or prior to the consummation of the relevant Limited Condition Acquisition, such ratios and other provisions will not be deemed to have been exceeded as a result of such fluctuations solely for purposes of determining whether the Limited Condition Acquisition is permitted hereunder and (y) such ratios and other provisions shall not be tested at the time of consummation of such Limited Condition Acquisition or related Specified Transactions. If the Borrower has made an LCA Election for any Limited Condition Acquisition, then in connection with any subsequent calculation of any ratio or basket availability with respect to any other Specified Transaction on or following the relevant LCA Test Date and prior to the earlier of the date on which such Limited Condition Acquisition is consummated or the date that the definitive agreement for such Limited Condition Acquisition is terminated or expires without consummation of such Limited Condition Acquisition, any such ratio or basket shall be calculated on a Pro Forma Basis assuming such Limited Condition Acquisition and other transactions in connection therewith (including any incurrence of Indebtedness and the use of proceeds thereof) have been consummated; provided, that (other than solely with respect to the incurrence test under which such Limited Condition Acquisition is being made) Consolidated EBITDA, Consolidated Total Assets or assets and Consolidated Net Income of any target of such Limited Condition Acquisition can only be used in the determination of the relevant ratio and baskets if and when such Limited Condition Acquisition has closed.

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