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 4.1 above, the Corporation shall deliver to each present or former Member notice of such intention to exercise such right (“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 calculation of the Early Termination Payment for that Member. The Early Termination Schedule shall become final and binding on a Member (and on the Corporation as to that Member) unless the Member, within 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”). If the parties, for any reason, are unable to successfully resolve the issues raised in such notice within 30 calendar days after receipt by the Corporation of the Material Objection Notice, the Corporation and the Member shall employ the Reconciliation Procedures as described in Section 7.9 of this Agreement. All Early Termination Schedules affected by any changes resulting from a Material Objection Notice shall be updated and the Early Termination Payment(s) due in respect thereof shall be recalculated by the Corporation to take into account such changes.

Appears in 6 contracts

Samples: Tax Receivable Agreement, Tax Receivable Agreement, Tax Receivable Agreement (Malibu Boats, Inc.)

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Early Termination Notice. If the a Corporation chooses to exercise its right of early termination under Section 4.1 4.01 above, the such Corporation shall deliver to each present or former Member the TRA Holders notice of such intention to exercise such right (“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 calculation of the Early Termination Payment for that MemberPayment. The applicable Early Termination Schedule shall become final and binding on all parties unless a Member (and on the Corporation as to that Member) unless the MemberPrincipal, within 30 calendar days after receiving the Early Termination Schedule, Schedule thereto provides the such Corporation with notice (“Early Termination Objection Notice”) of a material objection to such Schedule made in good faith (“Material Objection Notice”)faith. If the parties, for any reason, are unable to successfully resolve the issues raised in such notice within 30 calendar days after receipt by the such Corporation of the Material Early Termination Objection Notice, the such Corporation and the Member a Principal shall employ the Reconciliation Procedures as described in Section 7.9 7.09 of this Agreement. All Early Termination Schedules affected by any changes resulting from a Material Objection Notice shall be updated and the Early Termination Payment(s) due in respect thereof shall be recalculated by the Corporation to take into account such changes.

Appears in 2 contracts

Samples: Tax Receivable Agreement (Ares Management Lp), Tax Receivable Agreement (Ares Management Lp)

Early Termination Notice. If the Corporation chooses to exercise its right of early termination under Section 4.1 4.01 above, the Corporation shall deliver to each present or former Member Participant notice of such intention to exercise such right (“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 for that MemberPayment. The Early Termination Schedule shall become final and binding on all parties unless a Member (and on the Corporation as to that Member) unless the MemberParticipant, within 30 thirty (30) calendar days after receiving the Early Termination Schedule, Schedule provides the Corporation with notice of a material objection to such Schedule made in good faith (“Material Objection Notice”). If the parties, for any reason, are unable to successfully resolve the issues raised in such notice within 30 thirty (30) calendar days after receipt by the Corporation of the Material Objection Notice, the Corporation and the Member Participants shall employ the Reconciliation Procedures as described in Section 7.9 7.09 of this Agreement. All Early Termination Schedules affected by any changes resulting from a Material Objection Notice shall be updated and the Early Termination Payment(s) due in respect thereof shall be recalculated by the Corporation to take into account such changes.

Appears in 2 contracts

Samples: Income Tax Receivables Agreement (Evolent Health, Inc.), Income Tax Receivables Agreement (Evolent Health, Inc.)

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Early Termination Notice. If the Corporation chooses to exercise its right of early termination under Section 4.1 above, the Corporation shall deliver to each present or former Member Limited Partner notice of such intention to exercise such right (“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 calculation of the Early Termination Payment for that MemberLimited Partner. The Early Termination Schedule shall become final and binding on a Member Limited Partner (and on the Corporation as to that MemberLimited Partner) unless the MemberLimited Partner, within 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”). If the parties, for any reason, are unable to successfully resolve the issues raised in such notice within 30 calendar days after receipt by the Corporation of the Material Objection Notice, the Corporation and the Member Limited Partner shall employ the Reconciliation Procedures as described in Section 7.9 of this Agreement. All Early Termination Schedules affected by any changes resulting from a Material Objection Notice shall be updated and the Early Termination Payment(s) due in respect thereof shall be recalculated by the Corporation to take into account such changes.

Appears in 1 contract

Samples: Tax Receivable Agreement (Silver Run Acquisition Corp II)

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