Emergency Funding. If by Supermajority Board Vote, the Board (i) approves the expedited issuance of New Securities for emergency purposes in order for the Company to continue the operation of its business, and (ii) approve that such issuance is imminently needed such that compliance with Sections 9.1 (a)-(h) would be impracticable (an “Emergency Funding”), notwithstanding any provision hereof to the contrary, the Company may solicit additional immediate funding from the Members and, in lieu of complying with the other provisions of this Section 9.1, the Company shall instead give notice to the Members within twenty (20) calendar days after the issuance of such New Securities (the “Post-Closing Preemptive Rights Notice”). Such Post-Closing Preemptive Rights Notice shall comply with the requirements of an Issuance Notice and the other provisions of this Section 9.1 (other than the requirement to provide notice in advance of funding, which shall be superseded by this Section 9.1(i)). Each Member shall have twenty (20) Business Days from the date of the Post-Closing Preemptive Rights Notice to elect to (but, for the avoidance of doubt, shall not be obligated to) purchase the New Securities from the Company that would, if purchased by such Member, maintain such Member’s Pro Rata Portion in effect immediately prior to the Emergency Funding.
Emergency Funding. If the Board is of the opinion that the Company or any member of the Group is at risk of imminent payment default under an existing Finance Document, breaching any other material financial obligation or otherwise at risk of an imminent Company Insolvency Event occurring, then it may give written notice to the AHG Shareholders and the Investment Managers to request funding on an emergency basis, specifying the amount of funding required and the proposed Securities to be issued in connection with such funding (“Emergency Funding”).
Emergency Funding. Notwithstanding Section 3.2 which provides that the Due Date for a Capital Call shall not be less than five (5) days after the date of receipt of notice of such Capital Call, if a Request for Advance is for the purpose of funding any amount necessary to prevent or ameliorate an emergency that will result in substantial damage to the Development Project or bodily injury to any Person at or about the Development Project as reasonably determined by Campus Crest, then each Member will be required to fund its Required Amount immediately upon receipt of the applicable disbursement request or Capital Call notice.
Emergency Funding. In the event of an emergency at a DPH Site requiring the performance of an Environmental Action within hours or days of the Environmental Trustee first receiving notice of the emergency, if the emergency does not permit sufficient time to amend the annual budget for that DPH Site, the Environmental Trustee may utilize funding from the DPH Site’s Environmental Cost Account to undertake Environmental Actions necessary to respond to the emergency (the “Emergency Environmental Action”). If an Emergency Environmental Action is performed by the Lead Agency or Non-Lead Agency, the Environmental Trustee may reimburse the Lead Agency (or the Non-Lead Agency, if the Lead Agency concurs in writing) for such Emergency Environmental Action from the DPH Site’s Environmental Cost Account. Nothing in this subparagraph shall preclude the payment or reimbursement of the Emergency Environmental Action through the annual budget or budget revision process.
Emergency Funding. 22.4.1 If: (i) the Board, any Director or any Shareholder, acting in good faith, considers that there is a material risk of a Funding Crisis arising with respect to the Company or any Group Company; and (ii) Third Party Finance is not available in order to mitigate such risk on reasonable commercial terms within the timeframe required in order to mitigate such Funding Crisis risk (as determined by the Board acting reasonably):
(i) the Board, any Director or any Shareholder shall immediately notify the Shareholders of the circumstances giving rise to, or which threaten to give rise to, the Funding Crisis, (the “Funding Crisis Notice”) and, together with such notice or as soon as practicable thereafter, details of any proposals that the Board or any Shareholder wishes to discuss to remedy or mitigate such actual or potential Funding Crisis, including details of any proposed fundraising from the Shareholder in the form of a shareholder loan (the "Funding Crisis Proposals");
(ii) the Funding Crisis Notice shall convene a meeting of the Shareholders (the "Crisis Funding Meeting") to be held not less than five (5) Business Days (or such shorter period as the Board, acting reasonably, may determine), after the issue of such Funding Crisis Notice for the purpose of discussing the Funding Crisis Proposals.
22.4.2 Notwithstanding Clause 20.2, if at the Crisis Funding Meeting:
(i) all Shareholders agree that there is a material risk of a Funding Crisis arising with respect to the Company or any Group Company, then Clause 22.4.4 below shall apply; or
(ii) any Shareholder does not agree that there is a material risk of a Funding Crisis arising with respect to the Company or any Group Company, then either:
(a) any Shareholder(s) who do(es) consider (acting reasonably and in good faith) that that there is a material risk of a Funding Crisis arising with respect to the Company or any Group Company (the "Crisis Shareholder(s)" may (but shall not be required to) provide funding to the Company by way of shareholder loans to be repayable upon demand and accruing interest at the Crisis Loan Rate, the aggregate amount of which shall not exceed the amount required to remedy the Funding Crisis (as determined by the Crisis Shareholder(s) acting reasonably and in good faith) and, where applicable, provided on a pro rata basis based on the respective shareholdings of the funding Crisis Shareholder(s) (each a "Crisis Loan"); or
(b) where, within five Business Days following the Crisi...
Emergency Funding. 10.6.1 If either Shareholder or the Property Manager gives notice to the Company that Emergency Funding is required for an amount of up to one million pounds (£1,000,000) for any one occurrence, the Company shall within one (1) Business Day of receipt of that notice serve a notice (a “Drawdown Notice”) on each of the Shareholders. The Drawdown Notice will specify the reason for the Emergency Funding and the amount required for the Emergency Funding (an “Emergency Shareholder Loan”) and the date by which the Emergency Shareholder Loan must be advanced to the Company, provided that not less than four (4) Business Days’ prior written notice requesting payment shall be given. The Shareholders shall advance an Emergency Shareholder Loan pro rata to their Shares.
10.6.2 If a Shareholder fails to advance its Emergency Shareholder Loan, the other Shareholder may fund the resulting shortfall of the Emergency Funding by way of a further Emergency Shareholder Loan and the entire amount of Emergency Shareholder Loans funded by such other Shareholder shall accrue interest at a rate of eighteen per cent (18%) per annum, provided that if a Shareholder gives notice to the Company and the other Shareholder no later than two (2) Business Days after the due date of its Emergency Shareholder Loan disputing the fact that its Emergency Shareholder Loan is required for the purposes of Emergency Funding then, subject to clause 10.6.3, the interest rate will be 5 (five%) per annum.
10.6.3 If a dispute notice is served pursuant to clause 10.6.2, any Shareholder may be entitled within ten (10) Business Days of service of the dispute notice to apply to the Valuers for a determination as to whether the Emergency Funding was bona fide. If the Valuers rule that the Emergency Funding was bona fide, then the Company shall be required to pay interest on any Emergency Shareholder Loans advanced pursuant to clause 10.6.2 at eighteen per cent (18%) per annum and the Shareholders shall procure that the Company pay any shortfall in interest to the Shareholder who funded the Emergency Funding.
10.6.4 Without prejudice to clause 10.6.6, as soon as practicable after the date the Company provides Emergency Funding to the Property Manager, the Executive Committee and the Board shall meet to agree the extent to which Emergency Shareholder Loans may be refinanced, repaid to the Shareholders or to take such other action as may be agreed by the Executive Committee and the Board.
10.6.5 All Emergency Sha...
Emergency Funding. Graduate students may apply for emergency funding when they experience unforeseen financial burdens, such as those associated with personal health crises, loss of immediate family member(s), housing crises (e.g., catastrophic loss or severe damage to residence), or any other significant and unforeseeable catastrophic events.
Emergency Funding. (a) Notwithstanding anything to the contrary in this Agreement, a Company may at any time incur, and may require the Shareholders to fund, expenditures that the President determines (acting reasonably), and the relevant Board of Managers agrees, are necessary to protect life or property or the assets of the relevant Company or to comply with Applicable Laws in the Kingdom without an approved Budget.
(b) The Parties shall ensure that each Company shall promptly notify the relevant Shareholders of the occurrence of any of the circumstances referred to in paragraph (a) above and the relevant Board of Managers may issue a Cash Call in respect of the required funding subject to compliance with the terms and conditions of Clause 4 above.
(c) Prior to the incorporation of any Company, the Development Committee shall promptly notify the Parties of the occurrence of any of the circumstances referred to in paragraph (a) above and the Development Committee may issue a Development Committee Funding Call subject to compliance with the terms and conditions of Clause 4 above.
Emergency Funding. In the event of an emergency at an Environmental Response Trust Owned Property (i) requiring the performance of an Environmental Action within hours or days of the Environmental Response Trustee first receiving notice of the emergency, and (ii) that does not permit sufficient time to amend the annual budget for that property, the Environmental Response Trustee may utilize funding from the property’s Environmental Response Trust Environmental Cost Account to undertake Environmental Actions necessary to respond to the emergency (the “Emergency Environmental Action”). If an Emergency Environmental Action is performed by the Lead Agency or Non-Lead Agency, the Environmental Response Trustee may reimburse the Lead Agency (or the Non-Lead Agency, if the Lead Agency concurs in writing) for such Emergency Environmental Action from the Environmental Response Trust Environmental Cost Account for the Environmental Response Trust Owned Property in question. Nothing in this subparagraph shall preclude the payment or reimbursement of the Emergency Environmental Action through the annual budget or budget revision process.
Emergency Funding. (a) If, after the Project Completion Date, the Administrator determines that cash is necessary to address an Emergency on an expedited basis in accordance with Section 13.3.5 of the CFAA, then the Board may request Member Loans in accordance with Section 3.6 by delivering written notice to all Members and FI Member Owners (each, an “Emergency Funding Request”).
(b) Each Emergency Funding Request shall set forth: (i) the aggregate amount requested by RGLNG in accordance with Section 13.3.5 of the CFAA; (ii) each Member’s allocable portion of such aggregate amount as determined in accordance with Section 3.2 or Section 3.8; (iii) each FI Member Owner’s allocable portion of the FI Member’s allocable portion of such aggregate amount as determined in accordance with Section 3.2 or Section 3.8; and (iv) the date by which cash has been requested of RGLNG in accordance with Section 13.3.5 of the CFAA.
(c) Each of the Members and FI Member Owners that is not a Defaulting Holder may elect to make (or cause to be made through a contribution to FI Member (indirectly through Velocity Feeder or Feeder Blocker, as applicable)) a Member Loan (or, with respect to an FI Member Owner, a Member Loan by the FI Member Owner to the Company) up to its allocable share of the aggregate amount requested by such Emergency Funding Request (the “Emergency Funding Amount”) on the proposed expedited timeline.
(d) If less than all of the Members elect to fund their respective allocable portion of the Emergency Funding Amount (the difference between the aggregate Emergency Funding Request and the amount elected to be contributed by the Members, the “Emergency Funding Deficit”), then each of the Members and FI Member Owners that elected to fund, directly or indirectly, its allocable share of the Emergency Funding Amount (the “Emergency Funding Holder”) may elect to fund, directly or indirectly, all or any portion of the Emergency Funding Deficit.
(e) Notwithstanding Section 12.1, each Member or FI Member Owner that did not elect to fund its respective allocable portion of the Emergency Funding Amount (each, an “Emergency Non-Funding Holder”) shall be entitled (without the prior consent of the Board or any Member or FI Member Owner) within 60 days of the Emergency Funding Request to acquire from the Emergency Funding Holders (on a pro rata basis) up to such Emergency Non-Funding Holder’s allocable share of all of the Member Loans extended in accordance with this Section 3.10, in exchange for...