Notice to Transferor. The Company must notify the Transferor of each Asset with respect to which the Company seeks to exercise its rights pursuant to Section 6.1. Such notice must be on the Company’s letterhead and include the following information: (a) the Company’s tax identification number, (b) the Company’s wire transfer instructions, (c) the asset number and other identifying information related to the Asset, (d) the subsection of Section 6.1 pursuant to which the Company is seeking to require the Transferor to repurchase the Asset, (e) a summary of the reasons the Company believes that the Asset should be repurchased by the Transferor and (f) a certification by the Company that the request for repurchase is being submitted in good faith and is complete and accurate in all respects to the best of the Company’s knowledge. The notice must be accompanied by evidence supporting the basis for the Transferor’s repurchase of such Asset. Promptly upon request by the Transferor, the Company must supply the Transferor with any additional evidence that the Transferor reasonably may request. The Transferor will have no obligation to repurchase any Asset pursuant to this Article VI for which notice and all supporting evidence reasonably required by the Transferor have not been received by the Transferor at the addresses specified in or pursuant to the Notice Schedule no later than the first Business Day after the expiration of (x) in the case of any purchase demand pursuant to Sections 6.1(a) through (j), one hundred and eighty calendar days after the Closing Date, or in the case of a Contract for Deed, the first Business Day after the expiration of three hundred and sixty calendar days after the Closing Date, and (y) in the case of any purchase demand with respect to the issuance of an Order, thirty days after the issuance of the Order.
Appears in 4 contracts
Samples: Asset Transfer Agreement, Asset Transfer Agreement, Asset Transfer Agreement
Notice to Transferor. The Company must shall notify the Transferor of each Asset with respect to which the Company seeks to exercise its rights pursuant to Section 6.1. Such notice must shall be on the Company’s letterhead and include the following information: (a) the Company’s tax identification number, (b) the Company’s wire transfer instructions, (c) the asset number and other identifying information related to the Asset, (d) the subsection of Section 6.1 pursuant to which the Company is seeking to require the Transferor to repurchase the Asset, (e) a summary of the reasons the Company believes that the Asset should be repurchased by the Transferor and (f) a certification by the Company that the request for repurchase is being submitted in good faith and is complete and accurate in all respects to the best of the Company’s knowledge. The notice must shall be accompanied by evidence supporting the basis for the Transferor’s repurchase of such Asset. Promptly upon request by the Transferor, the Company must shall supply the Transferor with any additional evidence that the Transferor reasonably may request. The Transferor will shall have no obligation to repurchase any Asset pursuant to this Article VI for which notice and all supporting evidence reasonably required by the Transferor have not been received by the Transferor at the addresses specified in or pursuant to the Notice Schedule Article VII no later than the first Business Day after the expiration of (x) in the case of any purchase demand pursuant to Sections 6.1(a) through (j), one hundred and eighty calendar days after the Closing Date, or in the case of a Contract for Deed, the first Business Day after the expiration of three hundred and sixty calendar days after the Closing Date, and (y) in the case of any purchase demand with respect to the issuance of an Order, thirty days after the issuance of the Order.
Appears in 1 contract
Samples: Asset Contribution Agreement