Common use of Early Termination Notice Clause in Contracts

Early Termination Notice. If the Corporation chooses to exercise its right of early termination under Section 4.01 above, the Corporation shall deliver to the Stockholders Representative notice of such intention to exercise such right (an “Early Termination Notice”) and a schedule (the “Early Termination Schedule”) specifying the Corporation’s intention to exercise such right and showing in reasonable detail the information required pursuant to Section 2.02 and the calculation of the Early Termination Payment. The Early Termination Schedule shall become final and binding on all parties unless the Stockholders Representative, within thirty (30) calendar days after receiving the Early Termination Schedule, provides the Corporation with a Material Objection Notice. An Early Termination Schedule will also become final and binding upon the Stockholders Representative confirming in writing that it will not provide a Material Objection Notice with respect to such Schedule. If the parties, for any reason, are unable to successfully resolve the issues raised in such Material Objection Notice within thirty (30) calendar days after receipt by the Corporation of the Material Objection Notice, the Corporation and the Stockholders Representative shall employ the Reconciliation Procedures as described in Section 7.08 of this Agreement.

Early Termination Notice. If the Corporation APO Corp. chooses to exercise its right of early termination under Section 4.01 above, the Corporation APO Corp. shall deliver to the Stockholders Representative applicable Holder notice of such intention to exercise such right (an “Early Termination Notice”) and a schedule (the “Early Termination Schedule”) specifying the CorporationAPO Corp.’s intention to exercise such right and showing in reasonable detail the information required pursuant to Section 2.02 and the calculation of the Early Termination Payment. The applicable Early Termination Schedule shall become final and binding on all parties unless the Stockholders Representativeapplicable Holder Group Member, within thirty (30) 30 calendar days after receiving the Early Termination Schedule, Schedule thereto provides the Corporation APO Corp. with notice of a material objection to such Schedule made in good faith (“Material Objection Notice. An Early Termination ”); provided, for the sake of clarity, only Holder Group Members shall have the right to object to any Schedule will also become final and binding upon the Stockholders Representative confirming in writing that it will not provide a Material Objection Notice with respect or Amended Schedule pursuant to such Schedulethis Section 4.02. If the parties, for any reason, are unable to successfully resolve the issues raised in such Material Objection Notice notice within thirty (30) 30 calendar days after receipt by the Corporation APO Corp. of the Material Objection Notice, the Corporation APO Corp. and the Stockholders Representative applicable Holder Group Member shall employ the Reconciliation Procedures as described in Section 7.08 7.09 of this Agreement. For the avoidance of doubt, it being understood, that for purposes of this Section 4.02, an Amended Schedule shall not include an amendment made to comply with the Expert’s determination under the Reconciliation Procedures.

Early Termination Notice. If the Corporation chooses to exercise its right of early termination under Section 4.01 4.1 above, the Corporation shall deliver to the Stockholders Representative Recipients notice of such intention to exercise such right (an “Early Termination Notice”) and a schedule (the “Early Termination Schedule”) specifying the Corporation’s intention to exercise such right and showing in reasonable detail the information required pursuant to Section 2.02 and the calculation of the Early Termination PaymentPayment for the Recipients. The Early Termination Schedule shall become final and binding on all parties 30 calendar days from the first date on which the Recipients have received such Schedule or amendment thereto unless the Stockholders Representative, Majority Recipients (i) within thirty (30) 30 calendar days after receiving the Early Termination Schedule, provides provide the Corporation with notice of a material objection to such Schedule made in good faith (“Material Objection Notice. An Early Termination Schedule will also become final and binding upon the Stockholders Representative confirming in writing that it will not provide ”) or (ii) provides a written waiver of such right of a Material Objection Notice with respect to within the period described in clause (i) above, in which case such ScheduleSchedule becomes binding on the date the waiver is received by the Corporation (the “Early Termination Effective Date”). If the parties, for any reason, are unable to successfully resolve the issues raised in such Material Objection Notice notice within thirty (30) 30 calendar days after receipt by the Corporation of the Material Objection Notice, the Corporation and the Stockholders Representative Majority Recipients shall employ the Reconciliation Procedures as described in Section 7.08 of this AgreementProcedures.

Early Termination Notice. If the Corporation chooses to exercise its right of early termination under Section 4.01 above, the Corporation shall deliver to the Existing Stockholders Representative notice of such intention to exercise such right (an “Early Termination Notice”) and a schedule (the “Early Termination Schedule”) specifying the Corporation’s intention to exercise such right and showing in reasonable detail the information required pursuant to Section 2.02 and the calculation of the Early Termination Payment. The Early Termination Schedule shall become final and binding on all parties unless the Existing Stockholders Representative, within thirty (30) calendar days after receiving the Early Termination Schedule, provides the Corporation with a Material Objection Notice. An Early Termination Schedule will also become final and binding upon the Stockholders Representative confirming in writing that it will not provide a Material Objection Notice with respect to such Schedule. If the parties, for any reason, are unable to successfully resolve the issues raised in such Material Objection Notice within thirty (30) calendar days after receipt by the Corporation of the Material Objection Notice, the Corporation and the Existing Stockholders Representative shall employ the Reconciliation Procedures as described in Section 7.08 7.09 of this Agreement.

Early Termination Notice. If the Corporation chooses to exercise its right of early termination under Section 4.01 above, the Corporation shall deliver to the Existing Stockholders Representative notice of such intention to exercise such right (an “Early Termination Notice”) and a schedule (the “Early Termination Schedule”) specifying the Corporation’s intention to exercise such right and showing in reasonable detail the information required pursuant to Section 2.02 and the calculation of the Early Termination PaymentPayment (including the projections of the Corporation’s taxable income under clause (i) of the Valuation Assumptions). The Early Termination Schedule shall become final and binding on all parties unless the Existing Stockholders Representative, within thirty (30) calendar days after receiving the Early Termination Schedule, Schedule thereto provides the Corporation with notice of a material objection to such Schedule made in good faith (“Material Objection Notice. An Early Termination Schedule will also become final and binding upon the Stockholders Representative confirming in writing that it will not provide a Material Objection Notice with respect to such Schedule”). If the parties, for any reason, are unable to successfully resolve the issues raised in such Material Objection Notice notice within thirty (30) calendar days after receipt by the Corporation of the Material Objection Notice, the Corporation and the Existing Stockholders Representative shall employ the Reconciliation Procedures as described in Section 7.08 7.09 of this Agreement.

Early Termination Notice. If the Corporation chooses to exercise its right of early termination under Section 4.01 above, or upon the occurrence of a Change of Control, the Corporation shall deliver to the Stockholders Representative each present or former Member a notice of such intention to exercise such right (an “Early Termination Notice”) and a schedule (the “Early Termination Schedule”) specifying the Corporation’s intention to exercise such right and showing in reasonable detail the information required pursuant to Section 2.02 and the calculation of the Early Termination PaymentPayment including that portion of the Early Termination Payment that has satisfied the Payment Conditions and that portion of the Early Termination Payment that has not, as of the Early Termination Date, satisfied a Payment Condition. The Early Termination Schedule shall become final and binding on all parties unless the Stockholders Representativean Applicable Member, within thirty (30) 30 calendar days after receiving the Early Termination Schedule, provides the Corporation with notice of a material objection to such Schedule made in good faith (“Material Objection Notice. An Early Termination Schedule will also become final and binding upon the Stockholders Representative confirming in writing that it will not provide a Material Objection Notice with respect to such Schedule”). If the parties, for any reason, are unable to successfully resolve the issues raised in such Material Objection Notice notice within thirty (30) 30 calendar days after receipt by the Corporation of the Material Objection Notice, the Corporation and the Stockholders Representative relevant Member shall employ the Reconciliation Procedures as described in Section 7.08 7.09 of this Agreement.

Early Termination Notice. If the a Corporation chooses to exercise its right of early termination under Section 4.01 above, the such Corporation shall deliver to the Stockholders Representative Limited Partners notice of such intention to exercise such right (an “Early Termination Notice”) and shall deliver to the Principals a schedule (the “Early Termination Schedule”) specifying the such Corporation’s intention to exercise such right and showing in reasonable detail the information required pursuant to Section 2.02 and the calculation of the Early Termination Payment. The applicable Early Termination Schedule shall become final and binding on all parties unless the Stockholders Representativea Principal, within thirty (30) 30 calendar days after receiving the Early Termination Schedule, Schedule thereto provides the such Corporation with notice of a material objection to such Schedule made in good faith (“Material Objection Notice. An Early Termination ”); provided, for the sake of clarity, only a Principal shall have the right to object to any Schedule will also become final and binding upon the Stockholders Representative confirming in writing that it will not provide a Material Objection Notice with respect or Amended Schedule pursuant to such Schedulethis Section 4.02. If the parties, for any reason, are unable to successfully resolve the issues raised in such Material Objection Notice notice within thirty (30) 30 calendar days after receipt by the such Corporation of the Material Objection Notice, the such Corporation and the Stockholders Representative a Principal shall employ the Reconciliation Procedures as described in Section 7.08 7.09 of this Agreement.

Early Termination Notice. If the Corporation chooses to exercise its right of early termination under Section 4.01 4.1 above, the Corporation shall deliver to the Stockholders Representative Committee notice of such intention to exercise such right (an “Early Termination Notice”) and a schedule (the “Early Termination Schedule”) specifying the Corporation’s intention to exercise such right and showing in reasonable detail the information required pursuant to Section 2.02 and the calculation of the Early Termination PaymentPayment for each of the Members. The Early Termination Schedule shall become final and binding on all parties 30 calendar days from the first date on which the Committee has received such Schedule or amendment thereto unless the Stockholders Representative, Committee (i) within thirty (30) 30 calendar days after receiving the Early Termination Schedule, provides the Corporation with notice of a material objection to such Schedule made in good faith (“Material Objection Notice. An Early Termination Schedule will also become final and binding upon the Stockholders Representative confirming in writing that it will not provide ”) or (ii) provides a written waiver of such right of a Material Objection Notice with respect to within the period described in clause (i) above, in which case such ScheduleSchedule becomes binding on the date the waiver is received by the Corporation (the “Early Termination Effective Date”). If the parties, for any reason, are unable to successfully resolve the issues raised in such Material Objection Notice notice within thirty (30) 30 calendar days after receipt by the Corporation of the Material Objection Notice, the Corporation and the Stockholders Representative Members shall employ the Reconciliation Procedures as described in Section 7.08 of this AgreementProcedures.

Early Termination Notice. If the Corporation chooses to exercise its right of early termination under Section 4.01 above, the Corporation shall deliver to the Stockholders TRA Representative notice of such intention to exercise such right (an “Early Termination Notice”) and a schedule (the “Early Termination Schedule”) specifying the Corporation’s intention to exercise such right and showing in reasonable detail the information required pursuant to Section 2.02 and the calculation of the Early Termination Payment. The Early Termination Schedule shall become final and binding on all parties unless the Stockholders TRA Representative, within thirty (30) calendar days after receiving the Early Termination Schedule, provides the Corporation with a Material an Objection Notice. An Early Termination Schedule will also become final and binding upon the Stockholders TRA Representative confirming in writing that it will not provide a Material an Objection Notice with respect to such Schedule. If the parties, for any reason, are unable to successfully resolve the issues raised in such Material Objection Notice within thirty (30) calendar days after receipt by the Corporation of the Material Objection Notice, the Corporation and the Stockholders TRA Representative shall employ the Reconciliation Procedures as described in Section 7.08 of this Agreement.

Early Termination Notice. If the Corporation chooses to exercise its right of early termination under Section 4.01 above, the Corporation shall deliver to the Stockholders Representative notice of such intention to exercise such right (an “Early Termination Notice”) and a schedule (the “Early Termination Schedule”) specifying the Corporation’s intention to exercise such right and showing in reasonable detail the information required pursuant to Section 2.02 and the calculation of the Early Termination Payment. The Early Termination Schedule shall become final and binding on all parties unless the Stockholders Representative, within thirty (30) calendar days after receiving the Early Termination Schedule, provides the Corporation with a notice of a material objection to such Schedule (a “Material Objection Notice”) made in good faith. An Early Termination Schedule will also become final and binding upon the Stockholders Representative confirming in writing that it will not provide a Material Objection Notice with respect to such Schedule. If the parties, for any reason, are unable to successfully resolve the issues raised in such Material Objection Notice within thirty (30) calendar days after receipt by the Corporation of the Material Objection Notice, the Corporation and the Stockholders Representative shall employ the Reconciliation Procedures as described in Section 7.08 of this Agreement.

Early Termination Notice. If the Corporation chooses to To exercise its right of early termination under Section 4.01 4.1 above, the Corporation shall deliver to the Stockholders Representative Members a notice of such intention to exercise such right (an “Early Termination Notice”) and a schedule (the “Early Termination ScheduleNotice”) specifying the Corporation’s intention to exercise such its right of termination and showing in reasonable detail the information required pursuant to Section 2.02 and the calculation of the each Member’s Early Termination Payment. The At the time the Corporation delivers the Early Termination Schedule Notice to the Members, the Corporation shall (i) deliver to each Member schedules and work papers providing reasonable detail regarding the calculation of such Member’s Early Termination Payment in a manner consistent with the definition of such term and an Advisory Firm Letter supporting such calculation, and (ii) allow the Founding Members and the Member Representative reasonable access to the appropriate representatives at the Corporation, EC LLC and the Advisory Firm in connection with its review of such calculation. The calculation contained in such Early Termination Notice shall become final and binding on all the parties unless the Stockholders Representativeany Founding Member, within thirty (30) 30 calendar days after receiving the Early Termination Schedulesuch calculation, provides the Corporation with a Material Objection Notice. An Early Termination Schedule will also become final and binding upon the Stockholders Representative confirming in writing that it will not provide a Material Objection Notice with respect notice of an objection to such Schedulecalculation made in good faith and in reasonable detail. If the parties, for any reasonnegotiating in good faith, are unable to successfully resolve the issues raised in such Material Objection Notice calculation within thirty (30) 30 calendar days after receipt by the Corporation such notice of the Material Objection Noticematerial objection, the Corporation and the Stockholders Representative objecting Founding Member shall employ the Reconciliation Procedures as described in Section 7.08 of this AgreementProcedures.

Early Termination Notice. If the a Corporation chooses to exercise its right of early termination under Section 4.01 above, the such Corporation shall deliver to the Stockholders Representative Limited Partners notice of such intention to exercise such right (an “Early Termination Notice”) and shall deliver to the Senior Executives’ Representative a schedule (the “Early Termination Schedule”) specifying the such Corporation’s intention to exercise such right and showing in reasonable detail the information required pursuant to Section 2.02 and the calculation of the Early Termination Payment. The applicable Early Termination Schedule shall become final and binding on all parties unless the Stockholders Representativea Senior Executive, within thirty (30) 30 calendar days after receiving the Early Termination Schedule, Schedule thereto provides the such Corporation with notice of a material objection to such Schedule made in good faith (“Material Objection Notice. An Early Termination ”); provided, for the sake of clarity, only a Senior Executive shall have the right to object to any Schedule will also become final and binding upon the Stockholders Representative confirming in writing that it will not provide a Material Objection Notice with respect or Amended Schedule pursuant to such Schedulethis Section 4.02. If the parties, for any reason, are unable to successfully resolve the issues raised in such Material Objection Notice notice within thirty (30) 30 calendar days after receipt by the such Corporation of the Material Objection Notice, the such Corporation and the Stockholders Representative a Senior Executive shall employ the Reconciliation Procedures as described in Section 7.08 7.09 of this Agreement.