CONTRIBUTION TO THE EBT Sample Clauses

CONTRIBUTION TO THE EBT. 2.1 The Company hereby undertakes, subject to the provisions of clause 5, that on or prior to any Payment Due Date, it will make a Partial Liquidity Contribution (if the Payment Due Date relates to a Partial Liquidity Event) or a Contribution (if the Payment Due Date relates to a Full Liquidity Event) in cash to the Trustee, as trustee of the EBT, calculated in accordance with the terms of this covenant. The Trustee hereby declares itself trustee of the benefit of this covenant to hold the same for the benefit of the persons who are the beneficiaries under the terms of the EBT, in accordance with the terms of the EBT. Notwithstanding any other term of this covenant: 2.1.1 if neither a Partial Liquidity Event nor a Full Liquidity Event has occurred by 21 April 2014 no Partial Liquidity Contribution or Contribution be made to the Trustee and in this event this covenant shall terminate on 21 April 2014; 2.1.2 no Partial Liquidity Contribution or Contribution shall be made with respect to any transaction or event with respect to which the Relevant Date is after 21 April 2014; and 2.1.3 no Partial Liquidity Contribution or Contribution will be made with respect to any Relevant Employee who has not executed and delivered the Waiver on or prior to 10 Business Days after the date of this covenant. 2.2 Notwithstanding anything to the contrary in this covenant, the obligations of the Company under clause 2.1 above shall be alternative to and not additional to the obligations of the Company ("EXISTING OBLIGATIONS") under section 2 (b) (x) of the Service Agreement. If the Existing Obligations remain in full force and effect, the Company shall not be liable to make any payment under clause 2.1 above. 2.3 The Trustee agrees that any Partial Liquidity Contribution and any Contribution made by the Company under this covenant will immediately be transferred by the Trustee to the Xxxx Xxxxx Dependent Trust and will be held by the Trustee in accordance with the terms of that trust. 2.4 In relation to a Full Liquidity Event the amount of the Contribution will depend on: 2.4.1 the Equity Value at the Relevant Date of the Full Liquidity Event and will be calculated as a percentage of such Equity Value as follows: EQUITY VALUE US$ MAXIMUM PERCENTAGE CONTRIBUTION --------------------- ------------------------------- Less than 100 million 0 100 million 2.25 350 million or more 4.50 and the Maximum Percentage Contribution used to calculate the amount of Contribution due where the E...
Sample 1
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Related to CONTRIBUTION TO THE EBT

  • Initial Contribution The member agrees to make an initial contribution to the Company of $____________.

  • Contribution Allocation The Advisory Committee will allocate deferral contributions, matching contributions, qualified nonelective contributions and nonelective contributions in accordance with Section 14.06 and the elections under this Adoption Agreement Section 3.04. PART I. [OPTIONS (a) THROUGH (d)].

  • Return of Contribution Nonrecourse to Other Members Except as provided by law, upon dissolution, each member shall look solely to the assets of the Company for the return of the member's capital contribution. If the Company property remaining after the payment or discharge of the Company's debts and liabilities is insufficient to return the cash contribution of one or more members, such member or members shall have no recourse against any other member or the Board.

  • Contribution Payment To the extent the indemnification provided for under any provision of this Agreement is determined (in the manner hereinabove provided) not to be permitted under applicable law, the Company, in lieu of indemnifying Indemnitee, shall, to the extent permitted by law, contribute to the amount of any and all Indemnifiable Liabilities incurred or paid by Indemnitee for which such indemnification is not permitted. The amount the Company contributes shall be in such proportion as is appropriate to reflect the relative fault of Indemnitee, on the one hand, and of the Company and any and all other parties (including officers and directors of the Company other than Indemnitee) who may be at fault (collectively, including the Company, the "Third Parties"), on the other hand.

  • Contribution Amounts The Sellers and the Underwriters agree that it would not be just or equitable if contribution pursuant to this Section 8 were determined by pro rata allocation (even if the Underwriters were treated as one entity for such purpose) or by any other method of allocation that does not take account of the equitable considerations referred to in Section 8.7. The amount paid or payable by an indemnified party as a result of the losses, claims, damages and liabilities referred to in the immediately preceding paragraph shall be deemed to include, subject to the limitations set forth above, any legal or other expenses reasonably incurred by such indemnified party in connection with investigating or defending any such action or claim. Notwithstanding the provisions of this Section 8, no Underwriter shall be required to contribute any amount in excess of the amount by which the total price at which the Shares underwritten by it and distributed to the public were offered to the public exceeds the amount of any damages that such Underwriter has otherwise been required to pay by reason of such untrue or alleged untrue statement or omission or alleged omission. No person guilty of fraudulent misrepresentation (within the meaning of Section 11(f) of the Securities Act) shall be entitled to contribution from any person who was not guilty of such fraudulent misrepresentation. The remedies provided for in this Section 8 are not exclusive and shall not limit any rights or remedies which may otherwise be available to any indemnified party at law or in equity.

  • Initial Contributions The Members initially shall contribute to the Company capital as described in Schedule 2 attached to this Agreement.

  • Catch-Up Contributions In the case of a Traditional IRA Owner who is age 50 or older by the close of the taxable year, the annual cash contribution limit is increased by $1,000 for any taxable year beginning in 2006 and years thereafter.

  • Maximum Contribution The total amount you may contribute to an IRA for any taxable year cannot exceed the lesser of 100 percent of your compensation or $6,000 for 2019 and 2020, with possible cost- of-living adjustments each year thereafter. If you also maintain a Xxxx XXX (i.e., an IRA subject to the limits of Internal Revenue Code Section (IRC Sec.) 408A), the maximum contribution to your Traditional IRAs is reduced by any contributions you make to your Xxxx IRAs. Your total annual contribution to all Traditional IRAs and Xxxx IRAs cannot exceed the lesser of the dollar amounts described above or 100 percent of your compensation.

  • Additional Contributions The Member is not required to make any additional capital contribution to the Company. However, the Member may at any time make additional capital contributions to the Company in cash or other property.

  • Initial Capital Contribution The initial Capital Contribution of the Original Member as of the date of this Agreement will be $ .

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