Distribution Notices Sample Clauses

Distribution Notices. If the Company determines not to proceed with an IPO and instead pursue an Exit Event other than an IPO, then, upon the Investor’s reasonable request, the Company shall, for each distribution made by the Company, prepare and send to the Investor at the time of each such distribution a detailed break-out showing that portion of the total distribution proceeds attributable to each step of the distribution waterfall contained in the Amended GSRP LLC Agreement, including, without limitation, any corresponding carried interest distributions made to the Company in respect of the Investor.
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Distribution Notices. Within a reasonable period of time after the end of each calendar year, the Trustee shall forward, or cause to be forwarded, upon request, to each Person who at any time during the calendar year was a Noteholder or a Residual Certificateholder, a statement setting forth the amount of distributions with respect to Principal, including any penalty, and allocable to Interest aggregated for such calendar year or applicable portion thereof during which such Person was a Noteholder or Residual Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided by the Trustee pursuant to any requirements of the United States Internal Revenue Code.
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Distribution Notices. In connection with any distribution under this Article V, the Manager shall distribute to the Members a summary of the calculation(s) used to determine such distribution and copies of any work papers generated and/or used in connection therewith.
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Distribution Notices. Distribution notices under Code Sections 402(f), 411(a)(11), and 417 and notices under ERISA Section 205(c)(7)(A) (and under all related regulations) that have been subject to a 90-day maximum period will become subject to a 180-day maximum period. Effective Date: The revised maximum notice period applies to Plan Years beginning after December 31, 2006.
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Distribution Notices. If (a) a Claim has been asserted against, resulted from, imposed upon or incurred by Acquiror or any Acquiror Indemnified Party, directly or indirectly, by reason of, arising out of or resulting from the matters set forth in (i) a Claim Notice previously delivered pursuant to Section 4.2 of this Agreement or (ii) Section 8.01(c) of the Stock Purchase Agreement and (b) Acquiror believes in good faith that such Claim gives rise to an Indemnification Obligation (or, in the case of clause (a)(i) above, an additional Indemnification Obligation) from the Escrow Funds in accordance with the provisions of the Stock Purchase Agreement and this Agreement as a result of such Claim, then Acquiror may provide the Escrow Agent and the Shareholder Representative with written notice (a "Distribution Notice") at any time thereafter. Such Distribution Notice shall (a) specify in reasonable detail the basis for each individual Indemnification Obligation with respect to such Claim in accordance with the provisions of the Stock Purchase Agreement and this Agreement, (b) include the amount (with supporting calculations and documents) that Acquiror believes in good faith should be distributed from the Escrow Funds for each individual Indemnification Obligation at such time in accordance with the provisions of the Stock Purchase Agreement and this Agreement and (c) provide instructions with respect to the distribution of such amount, including the recipients thereof and the amount to be distributed to each recipient. Each Distribution Notice shall be executed by an authorized officer of Acquiror, and the Escrow Agent shall be entitled to rely on such Distribution Notice as being duly authorized and executed by Acquiror on behalf of either itself or another Acquiror Indemnified Party.
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Related to Distribution Notices

  • Collection Notices The Collateral Agent is authorized at any time after the occurrence and during the continuance of an Amortization Event to date and to deliver to the Collection Banks the Collection Notices. Seller hereby transfers to the Collateral Agent for the benefit of the Purchasers, effective when the Collateral Agent delivers such notice, the exclusive ownership and control of each Lock-Box and the Collection Accounts. In case any authorized signatory of Seller whose signature appears on a Collection Account Agreement shall cease to have such authority before the delivery of such notice, such Collection Notice shall nevertheless be valid as if such authority had remained in force. After the occurrence and during the continuance of an Amortization Event, Seller hereby authorizes the Collateral Agent, and agrees that the Collateral Agent shall be entitled, to (i) endorse Seller’s name on checks and other instruments representing Collections and (ii) take such action as shall be necessary or desirable to cause all cash, checks and other instruments constituting Collections of Receivables to come into the possession of the Collateral Agent rather than Seller. Following the Amortization Date, Seller hereby authorizes the Collateral Agent, and agrees that the Collateral Agent shall be entitled, to enforce the Receivables, the related Contracts and the Related Security.

  • Distribution or Notice to Representative Whenever a distribution is to be made or a notice given to holders of Senior Indebtedness, the distribution may be made and the notice given to their Representative (if any).

  • Notice of Final Distribution The notice to be provided pursuant to Section 9.02 to the effect that final distribution on any of the Certificates shall be made only upon presentation and surrender thereof.

  • Distribution of Reports to the Trustee and the Company; Advances by the Master Servicer. (See Section 4.04 of the Standard Terms)

  • Distribution Plans You shall also be entitled to compensation for your services as provided in any Distribution Plan adopted as to any series and class of any Fund’s Shares pursuant to Rule 12b-1 under the 1940 Act. The compensation provided in any such Distribution Plan (a “12b-1 Plan”) may be divided into a distribution fee and a service fee, as set forth in such Plan and the Fund’s then current prospectus and statement of additional information (“SAI”), each of which is compensation for different services to be rendered to the Fund. Subject to the termination provisions in a 12b-1 Plan, any distribution fee with respect to the sale of a Share subject to such Plan shall be earned when such Share is sold and shall be payable from time to time as provided in the 12b-1 Plan. The distribution fee payable to you as provided in any 12b-1 Plan shall be payable without offset, defense or counterclaim (it being understood by the parties hereto that nothing in this sentence shall be deemed a waiver by the Fund of any claim the Fund may have against you).

  • Funding Notices (a) Whenever the Borrower desires to make a Base Rate Borrowing or a Eurodollar Borrowing under the Commitments (other than one resulting from a continuation or conversion pursuant to Section 3.5(c) or (d)), it shall give the Agent prior written notice (or telephonic notice promptly confirmed in writing) of such Borrowing (a “Notice of Borrowing”), such Notice of Borrowing to be given prior to 11:00 A.M. (New York, New York time) (x) on the Business Day of the requested date of such Borrowing in the case of Base Rate Advances, and (y) 2 Business Days prior to the requested date of such Borrowing in the case of Eurodollar Advances. Notices received after 11:00 A.M. (New York, New York time) shall be deemed received on the next Business Day. Each Notice of Borrowing shall be irrevocable, shall be substantially in the form of Exhibit B, and shall specify (A) the aggregate principal amount of the Borrowing, (B) the date of Borrowing (which shall be a Business Day), and (C) whether the Borrowing is to consist of Base Rate Advances or Eurodollar Advances and, in the case of Eurodollar Advances, the Interest Period to be applicable thereto.

  • Sending Notices Any notice required or permitted to be given under this Security Agreement shall be sent in accordance with Section 9.01 of the Credit Agreement.

  • SEC Notices Promptly, and in any event within five (5) Business Days after receipt thereof by any Loan Party or any Subsidiary thereof, copies of each notice or other correspondence received from the SEC (or comparable agency in any applicable non-U.S. jurisdiction) concerning any investigation or possible investigation or other inquiry by such agency regarding financial or other operational results of any Loan Party or any Subsidiary thereof.

  • Residual Distributions If the Liquidation Preference has been paid in full to all holders of Designated Preferred Stock and the corresponding amounts payable with respect of any other stock of the Corporation ranking equally with Designated Preferred Stock as to such distribution has been paid in full, the holders of other stock of the Corporation shall be entitled to receive all remaining assets of the Corporation (or proceeds thereof) according to their respective rights and preferences.

  • Agreement Notices Promptly upon receipt thereof, copies of all notices, requests and other documents received by any Loan Party or any of its Subsidiaries under or pursuant to any Related Document or instrument, indenture, loan or credit or similar agreement and copies of all notices of default or termination under or related to any Material Contract and, from time to time upon request by the Administrative Agent, such information and reports regarding the Related Documents, the Material Contracts and such instruments, indentures and loan and credit and similar agreements as the Administrative Agent may reasonably request.

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