Contingent Accounts Sample Clauses

Contingent Accounts. BlackRock and MLIM Parent shall on or prior to the Closing Measurement Date agree on a list of all Contingent Accounts, with any account (or portion thereof) as to which the status is unclear or there is a disagreement being treated as a Contingent Account for purposes of determining the Closing Revenue Run-Rate for the purposes of Sections 6.1(f) and (g).
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Contingent Accounts. (a) Immediately prior to the Closing, with respect to each Contingent Account and associated Contingent Fund, the Sellers’ Representative and the Purchasers’ Representative shall reasonably cooperate to permit the Sellers to and the Sellers’ Representative shall use its reasonable best efforts to cause the Target Companies to (to the extent that such actions (x) would not require consent of the relevant Client and (y) are otherwise permitted under applicable Law), (i) assign or transfer such Contingent Account and the associated Contingent Fund, to a member of the ING Group (other than a Target Company) (“Contingent Account Assignment”), and (ii) enter into such arrangements (including subleasing, sublicensing, subcontracting or joint venture arrangements) to put the parties to this Agreement in an economic and operational position substantially equivalent to the position the parties would have been in if the Assignment Requirements relating to such Contingent Account had been satisfied as of the Closing, disregarding for the purposes of determining such economic and operational position any adjustment to the Share Purchase Price that would have been applicable had the Assignment Requirements relating to such Contingent Account been satisfied as of the Closing (a “Back-to-Back Arrangement”). To the extent permitted by applicable Law and the relevant Advisory Contract and Fund Documents, the parties intend for any such Back-to-Back Arrangement to require (x) the Sellers’ Representative to cause the applicable Seller to pay to the applicable Purchaser all amounts received in respect of the relevant Contingent Account (subject to a set-off right against costs payable under subsection (y)) and to take instructions from the applicable Purchaser as to any decisions needed to be made or actions to be taken in respect of such Contingent Account, and (y) the Purchasers’ Representative to cause the applicable Purchaser to pay any costs reasonably incurred by the applicable Seller in respect of the Contingent Account or as a result of any decisions made or actions taken at the applicable Purchaser’s instruction. Notwithstanding the foregoing, the Purchasers’ Representative and the Sellers’ Representative shall reasonably cooperate to minimize the need for any Contingent Account Assignment and Back-to-Back Arrangement, including by considering alternative structuring arrangements proposed by Sellers’ Representative in order to satisfy the Assignment Requirements for a...
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Contingent Accounts. Plan Document 9 Except as provided in Section 7.3 hereof, a Participant shall acquire a vested interest in his Contingent Account at the time and in accordance with the method selected by the Employer in the Adoption Agreement.
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Contingent Accounts. 73 Section 5.21 Certain Disclosure Obligations............................73 Section 5.22
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Related to Contingent Accounts

  • Investment Accounts Schedule 2 sets forth under the headings “Securities Accounts” and “Commodity Accounts”, respectively, all of the Securities Accounts and Commodity Accounts in which such Grantor has an interest. Except as disclosed to the Administrative Agent, such Grantor is the sole entitlement holder of each such Securities Account and Commodity Account, and such Grantor has not consented to, and is not otherwise aware of, any Person (other than the Administrative Agent) having “control” (within the meanings of Sections 8-106 and 9-106 of the UCC) over, or any other interest in, any such Securities Account or Commodity Account or any securities or other property credited thereto;

  • Management Accounts The Management Accounts:

  • Operating Accounts (a) Maintain its primary operating and other deposit accounts and securities accounts with Bank and Bank’s Affiliates.

  • Cash Accounts, Deposits and Money Movements Subject to the terms and conditions set forth in this Section 7, the Fund hereby authorizes the Custodian to open and maintain, with itself or with Subcustodians, cash accounts in United States Dollars, in such other currencies as are the currencies of the countries in which the Fund maintains Investments or in such other currencies as the Fund shall from time to time request by Instruction.

  • Financial Accounts Exhibit E, as may be updated by the Borrower in a written notice provided to Agent after the Closing Date, is a true, correct and complete list of (a) all banks and other financial institutions at which Borrower or any Subsidiary maintains Deposit Accounts and (b) all institutions at which Borrower or any Subsidiary maintains an account holding Investment Property, and such exhibit correctly identifies the name, address and telephone number of each bank or other institution, the name in which the account is held, a description of the purpose of the account, and the complete account number therefor.

  • Disbursement Account 12.1 The Lender is obligated to keep the bank account information provided on the Platform up to date. The account shall be managed by a bank within the Single Euro Payment Area (hereinafter “SEPA”).

  • Deposit Accounts and Securities Accounts Set forth on Schedule 4.15 (as updated pursuant to the provisions of the Security Agreement from time to time) is a listing of all of the Loan Parties’ and their Subsidiaries’ Deposit Accounts and Securities Accounts, including, with respect to each bank or securities intermediary (a) the name and address of such Person, and (b) the account numbers of the Deposit Accounts or Securities Accounts maintained with such Person.

  • Deposits to Lock-Box Accounts Deposit or otherwise credit, or cause or permit to be so deposited or credited, to any Lock-Box Account cash or cash proceeds other than Collections of Pool Receivables.

  • Investment Account The Manager shall maintain an investment account or accounts in the Manager’s name (the “Account”) on behalf of the Principal, any other participating insurer affiliated with the Principal and/or the Ultimate Parent Company, an insurance subsidiary or affiliate of the Principal and/or the Ultimate Parent Company or a pension plan or profit-sharing plan of the Principal, its insurance subsidiaries or affiliates, (collectively, the “Participants”), and shall hold therein all debt obligations, accounts or deposits permitted by the New Hampshire Insurance Code as more fully described on Exhibit A, as may be amended from time to time, and attached hereto and incorporated herein (collectively, “Investments”), deposited in or purchased or otherwise acquired for and on behalf of the Principal and the Participants from time to time pursuant to the terms and conditions of this Agreement. All Investments in the Account shall be Short-Term Obligations.

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