Notice of Specified Reorganization Proposals Sample Clauses

Notice of Specified Reorganization Proposals. Without limiting any other provision hereof, IPF will promptly give each Shareholder written notice (an "Automatic Put Notice" and the date on which such notice is given being referred to herein as the "Automatic Put Date") if the board of directors of any of PMI (on its own behalf or as general partner of IPF), Putco, the Corporation or Pubco resolves or takes any formal steps to implement or recommend a Specified Reorganization, or if any other person makes a formal proposal in respect of any of IPF, PMI, Putco, the Corporation or Pubco that if implemented would or could reasonably be expected to result in a Specified Reorganization; provided that each Shareholder hereby covenants and agrees with IPF that it shall keep the notice and the contents thereof strictly confidential and shall not disclose, divulge or communicate the notice or the contents thereof unless and until the Specified Reorganization to which the notice relates has been publically announced by IPF, PMI, Putco, the Corporation or Pubco. The Automatic Put Notice to be provided by IPF shall include a brief description of the Specified Reorganization, shall identify the proposed effective date thereof (which, to the extent within the control of IPF, PMI, Putco, the Corporation or Pubco, shall not be less than 21 days after the Automatic Put Date) and shall describe the automatic purchase of Class A Preferred Shares and Class B Preferred Shares provided for in Section 4.2 hereof (the "Automatic Put Rights").
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Related to Notice of Specified Reorganization Proposals

  • Notice of Proposed Actions (a) In case the Company, after the Distribution Date, shall propose (i) to effect any of the transactions referred to in Section 11(a)(i) or to pay any dividend to the holders of record of its Preferred Stock payable in stock of any class or to make any other distribution to the holders of record of its Preferred Stock (other than a regular periodic cash dividend), or (ii) to offer to the holders of record of its Preferred Stock or options, warrants, or other rights to subscribe for or to purchase shares of Preferred Stock (including any security convertible into or exchangeable for Preferred Stock) or shares of stock of any other class or any other securities, options, warrants, convertible or exchangeable securities or other rights, or (iii) to effect any reclassification of its Preferred Stock or any recapitalization or reorganization of the Company, or (iv) to effect any consolidation or merger with or into, or to effect any sale or other transfer (or to permit one or more of its Subsidiaries to effect any sale or other transfer), in one or more transactions, of more than 50% of the assets or earning power of the Company and its Subsidiaries (taken as a whole) to, any other Person or Persons, or (v) to effect the liquidation, dissolution or winding up of the Company, then, in each such case, the Company shall give to each holder of record of a Right Certificate, in accordance with Section 26 hereof, notice of such proposed action, which shall specify the record date for the purposes of such transaction referred to in Section 11(a)(i), or such dividend or distribution, or the date on which such reclassification, recapitalization, reorganization, consolidation, merger, sale or transfer of assets, liquidation, dissolution or winding up is to take place and the record date for determining participation therein by the holders of record of Preferred Stock, if any such date is to be fixed, and such notice shall be so given in the case of any action covered by clause (i) or (ii) above at least 10 days prior to the record date for determining holders of record of the Preferred Stock for purposes of such action, and in the case of any such other action, at least 10 days prior to the date of the taking of such proposed action or the date of participation therein by the holders of record of Preferred Stock, whichever shall be the earlier.

  • Proposal of Corrective Action Plan In addition to the processes set forth in the Contract (e.g., service level agreements), if the Department or Customer determines that there is a performance deficiency that requires correction by the Contractor, then the Department or Customer will notify the Contractor. The correction must be made within a time-frame specified by the Department or Customer. The Contractor must provide the Department or Customer with a corrective action plan describing how the Contractor will address all performance deficiencies identified by the Department or Customer.

  • Proposed Corrective Action Plan Simultaneously with the submission of the Audit, the Recipient will submit to OCR for its review and approval a proposed Corrective Action Plan to address all inaccessible content and functionality identified during the Recipient’s Audit. The proposed Corrective Action Plan will set out a detailed schedule for: (1) addressing problems, taking into account identified priorities, with all corrective actions to be completed within 18 months of the date OCR approved the Corrective Action Plan; (2) setting up systems of accountability and verifying claims of accessibility by vendors or open sources; and setting up a system of testing and accountability to maintain the accessibility of all online content and functionality on an ongoing basis.

  • Financial Proposal Tender Forms – prices By submitting this tender, the tenderer commits to performing this public contract in conformity with the provisions of the Tender Specifications/ – and explicitly declares accepting all conditions listed in the Tender Specifications and renounces any derogatory provisions such as his own general sales conditions. The unit prices and the global prices for each item in the inventory are established relative to the value of these items in relation to the total value of the tender. All general and financial costs as well as the profits are distributed between the various items in proportion to their weight. The value added tax is dealt with on a separate line in the summary bill of quantities or the inventory, to be added to the tender's value. The tenderer commits to performing the public contract in accordance with the provisions of the Tender Specifications for the following prices, given in euros and exclusive of VAT: Should this tender be approved, the performance bond will be constituted under the conditions and deadlines stipulated in the Tender Specifications. The confidential information and/or the information relating to technical or business secrets is indicated clearly in the tender. In order to correctly compare the tenders, the duly signed information or documents mentioned under Preparation of Tenders.

  • Additional proposals If the Company at any time during the continuance of this Agreement desires to modify expand or otherwise vary its activities carried on pursuant to this Agreement beyond those specified in any approved proposal, it shall give notice of such desire to the Minister and within 2 months after giving such notice shall submit to the Minister detailed proposals in respect of such modifications expansions or variations and such other matters as the Minister may require. The provisions of clause 4 and 5 (including (for the avoidance of doubt) clause 5(9)) shall apply, the necessary changes being made, to proposals submitted pursuant to this clause.

  • PURPOSE/JUSTIFICATION OF RECOMMENDED ACTION The purpose of the Agreement is to provide the City with the services for one full-time equivalent senior criminalist from the Department to perform DNA testing, analysis, and forensic-related consulting as requested by the City, effective July 1, 2016 through June 30, 2021. The City’s current agreement with the County for this position expires on June 30, 2016. This Agreement will not result in the creation of an additional senior criminalist position, as the position was created during the previous agreement.

  • CLEC Requested Changes 58.9.1 CLEC may submit a request to negotiate and pay for changes in the content and format of the usage data transmitted by CenturyLink.

  • Technical Proposal The technical proposal may be presented in free format. It shall not exceed ten pages, not counting the CVs. It shall respect the following page limit and structure: • Technical methodology (max. 7 pages) • Quality management (max. 1 page) • Project management (max. 1 page) • Resource management (proposal (max. 1 page) + CVs of experts)

  • Proposal Proposal means any information supplied by or on behalf of the insured, deemed to be a completed proposal form and medical questionnaire and other relevant information that the insurer may require.

  • Technical Proposals Technical proposal information will be streamlined, e.g., the Government anticipates written proposals consisting of thirty (30) pages or less stating compliance or exception to requirements, risks, assumptions and conflict of interest issues. Proposals shall not merely restate PWS/SOO requirements. Written technical proposals shall normally address: * Technical Approach and descriptive narrative of the contractor's understanding of the requested effort * PWS in response to a SOO * Integrated Master Plan (if applicable) * Integrated Master Schedule (if applicable) * Key Personnel Assigned * Quantities/Hours of Personnel by Labor Categories and narrative justification (if applicable) * Other Direct Costs (ODCs) (materials and supplies, travel, training, etc.(quantities and types only)) * Period of Performance * Government-Furnished Equipment (GFE)/Government-Furnished Information (GFI) * Security (including clearance level) * Teaming Arrangement (including subcontracting; identify new ACAs) * Small Business Plan (if a large business) * Other Pertinent Data, such as assumptions made.

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