Delivery of Lateral Opportunity Notice Sample Clauses

Delivery of Lateral Opportunity Notice. Any Member may propose that the Company undertake a Lateral Opportunity by delivering written notice (a "Lateral Opportunity Notice") to the Company and each of the Members. (A) A Lateral Opportunity Notice involving the connection solely of third party production shall include the proposed terms and conditions of such transactions, which terms shall, at minimum, (x) reflect an arm's length transaction on reasonably fair terms, independent of any other transaction, and (y) be no less favorable to the Company than the Lateral Opportunity offered to such Member. The Lateral Opportunity Notice shall also contain reasonably sufficient operational and financial information and other details to allow the Members to make a reasonably informed decision with respect to such Lateral Opportunity. Such Lateral Opportunity Notice shall (i) state whether such Lateral Opportunity is, directly or indirectly, related in any way to any past, current, or contemplated transaction involving the Member delivering such notice (including its Affiliates), (ii) contain a statement, if true, that the Member is not aware of any undisclosed benefits expected to accrue to the Member or its Affiliates as a result of such Lateral Opportunity or, if the delivering Member is unable to make such statement, the notice shall disclose the existence, but not the details of such other benefits, and (iii) contain only financial projections prepared in good faith based upon assumptions relating to such Lateral Opportunity believed by the Member to be reasonable. (B) A Lateral Opportunity Notice involving the connection of any production of a Member or its Affiliates that must be offered to the Company under the terms of Section 15.1(a) shall include the proposed terms and conditions of such transactions, which terms shall be no less favorable to the Company than the Lateral Opportunity offered to such Member. The Lateral Opportunity Notice shall also contain reasonably sufficient operational and financial information and other details to allow the Members to make a reasonably informed decision with respect to such Lateral Opportunity.
AutoNDA by SimpleDocs

Related to Delivery of Lateral Opportunity Notice

  • Response to Notice Within ten business days of receiving the Claim Notice, the Respondent must notify the Claimant of its representative to negotiate the dispute.

  • Response to Demand Letter Within 10 days after the receipt of the Demand Letter, RMC shall either: (a) cure the breach to OIG’s satisfaction and pay the applicable Stipulated Penalties or (b) request a hearing before an HHS administrative law judge (ALJ) to dispute OIG’s determination of noncompliance, pursuant to the agreed upon provisions set forth below in Section X.E. In the event RMC elects to request an ALJ hearing, the Stipulated Penalties shall continue to accrue until RMC cures, to OIG’s satisfaction, the alleged breach in dispute. Failure to respond to the Demand Letter in one of these two manners within the allowed time period shall be considered a material breach of this CIA and shall be grounds for exclusion under Section X.D.

  • Notice of Layoff The Employer shall notify all employees who are to be laid off, fourteen (14) calendar days prior to the effective date of the layoff or shall award pay in lieu thereof.

  • STOP WORK NOTICE The City may issue an immediate Stop Work Notice in the event the Contractor is observed performing in a manner that is in violation of Federal, State, or local guidelines, or in a manner that is determined by the City to be unsafe to either life or property. Upon notification, the Contractor will cease all work until notified by the City that the violation or unsafe condition has been corrected. The Contractor shall be liable for all costs incurred by the City as a result of the issuance of such Stop Work Notice.

  • Giving Notice Except as otherwise permitted by Section 2.14 with respect to borrowing notices, all notices and other communications provided to any party hereto under the Agreement or any other Loan Document shall be in writing and addressed or delivered to such party at its address set forth below its signature hereto or at such other address (or to counsel for such party) as may be designated by such party in a notice to the other parties. Any notice, if mailed and properly addressed with postage prepaid, shall be deemed given when received; any notice, if transmitted by facsimile, shall be deemed given when transmitted.

  • Response to Objections Each Party retains the right to respond to any objection raised by a Participating Class Member, including the right to file responsive documents in Court no later than five court days prior to the Final Approval Hearing, or as otherwise ordered or accepted by the Court.

  • CAFA Notice Pursuant to 28 U.S.C. § 1715, not later than ten (10) days after the Agreement is filed with the Court, the Settlement Administrator shall cause to be served upon the Attorneys General of each U.S. State in which Settlement Class members reside, the Attorney General of the United States, and other required government officials, notice of the proposed settlement as required by law, subject to Paragraph 5.1 below.

  • Delivery Notice Notice of the Aircraft's Delivery Date, given by the Lessee as provided in Section 3.01 of the Participation Agreement and including any notice with respect to a postponed Delivery Date given by the Lessee pursuant to Section 3.05(c) of the Participation Agreement.

  • Manner of Giving Notice All notices and other communications required by this Master Agreement must be in writing, and must be made via e-mail, personal service or United States mail, postage prepaid.

  • Notice of Lay-off 16.01 In the event of a proposed layoff, the Employer shall: (a) provide the Union with no less than 6 months written notice of the proposed layoff or elimination of position; and (b) provide to the affected employee(s), if any, who will be laid off or whose job will be eliminated, with no less than four (4) months written notice of layoff, or pay in lieu thereof. (c) provide the Union Representative with available space and time, if scheduled to work, to meet with the employee on the date the notice of layoff is given.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!