PCS Contribution Date Sample Clauses

PCS Contribution Date. 95 6.5 New Par Contribution Date . . . . . . . . . . . . . . . . . . . . 96 ARTICLE 7 TERMINATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . 97 7.1 Termination of this Organization Agreement. . . . . . . . . . . . 97 7.2
Sample 1
AutoNDA by SimpleDocs
PCS Contribution Date. (a) On the PCS Contribution Date (as defined in the WMC Partnership Agreement), each of USW and ATI and/or their Affiliates shall make a capital contribution to WMC equal to one hundred percent (100%) of their respective Percentage Interests in PCS Par, free and clear of all indebtedness for borrowed money or Liens. (b) The obligation of the Parties to proceed with the PCS Contribution Date is conditioned on: (i) receipt by USW and ATI of all Authorizations required to be obtained with respect to the contribution of their Percentage Interests in PCS Par which may include those identified in SCHEDULES 2.1(d)(ii), 2.1(d)(iii), 2.2(d)(ii), and 2.2(d)(iii) hereto; and (ii) no preliminary or permanent injunction or other order, decree or ruling issued by a court of competent jurisdiction or by a governmental, regulatory or administrative agency or commission, nor any statute, rule, regulation or executive order promulgated or enacted by any Governmental Body, shall be in effect that would make the consummation of the PCS Contribution Date illegal or would impose any material limitation on the consummation of such PCS Contribution Date or other operations of WMC or otherwise restrain, enjoin or prevent the consummation of the PCS Contribution Date. (c) On or before the PCS Contribution Date, each of the Parties shall deliver the following: (i) Each Party shall deliver to the other and to WMC a certificate, executed on such Party's behalf by an authorized officer and dated as of the date of the PCS Contribution Date, representing and warranting to the other Party and to WMC that: (A) such Party has good legal title to, and beneficial ownership of, its Percentage Interest in PCS Par free and clear of all Liens, restrictions, equities, options, and claims; (B) the contribution of such Percentage Interest in PCS Par has been duly authorized by all necessary corporate or partnership action on the part of such Party and will not conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, or result in the creation of a Lien or other encumbrance on any of its properties or assets pursuant to any agreement, indenture or instrument to which it is a party, or result in a violation of its certificate of incorporation or by-laws or any law, rule, regulation, order, judgment or decree applicable to it or by which any of its...
Sample 1
PCS Contribution Date. On the PCS Contribution Date, each Group shall contribute to the capital of the Partnership the PCS Assets required to be contributed by it pursuant to Section 6.4 of the Organization Agreement.
Sample 1

Related to PCS Contribution Date

  • Initial Contribution The member agrees to make an initial contribution to the Company of $____________.

  • Initial Contributions The Members initially shall contribute to the Company capital as described in Schedule 2 attached to this Agreement.

  • Catch-Up Contributions In the case of a Traditional IRA Owner who is age 50 or older by the close of the taxable year, the annual cash contribution limit is increased by $1,000 for any taxable year beginning in 2006 and years thereafter.

  • Contribution Allocation The Advisory Committee will allocate deferral contributions, matching contributions, qualified nonelective contributions and nonelective contributions in accordance with Section 14.06 and the elections under this Adoption Agreement Section 3.04. PART I. [OPTIONS (a) THROUGH (d)].

  • Excess Contributions An excess contribution is any amount that is contributed to your IRA that exceeds the amount that you are eligible to contribute. If the excess is not corrected timely, an additional penalty tax of six percent will be imposed upon the excess amount. The procedure for correcting an excess is determined by the timeliness of the correction as identified below.

  • Contribution Amounts The Sellers and the Underwriters agree that it would not be just or equitable if contribution pursuant to this Section 8 were determined by pro rata allocation (even if the Underwriters were treated as one entity for such purpose) or by any other method of allocation that does not take account of the equitable considerations referred to in Section 8.7. The amount paid or payable by an indemnified party as a result of the losses, claims, damages and liabilities referred to in the immediately preceding paragraph shall be deemed to include, subject to the limitations set forth above, any legal or other expenses reasonably incurred by such indemnified party in connection with investigating or defending any such action or claim. Notwithstanding the provisions of this Section 8, no Underwriter shall be required to contribute any amount in excess of the amount by which the total price at which the Shares underwritten by it and distributed to the public were offered to the public exceeds the amount of any damages that such Underwriter has otherwise been required to pay by reason of such untrue or alleged untrue statement or omission or alleged omission. No person guilty of fraudulent misrepresentation (within the meaning of Section 11(f) of the Securities Act) shall be entitled to contribution from any person who was not guilty of such fraudulent misrepresentation. The remedies provided for in this Section 8 are not exclusive and shall not limit any rights or remedies which may otherwise be available to any indemnified party at law or in equity.

  • Contribution Payment To the extent the indemnification provided for under any provision of this Agreement is determined (in the manner hereinabove provided) not to be permitted under applicable law, the Company, in lieu of indemnifying Indemnitee, shall, to the extent permitted by law, contribute to the amount of any and all Indemnifiable Liabilities incurred or paid by Indemnitee for which such indemnification is not permitted. The amount the Company contributes shall be in such proportion as is appropriate to reflect the relative fault of Indemnitee, on the one hand, and of the Company and any and all other parties (including officers and directors of the Company other than Indemnitee) who may be at fault (collectively, including the Company, the "Third Parties"), on the other hand.

  • Retirement Contributions On behalf of employees, the State will continue to “pick up” the six percent (6%) employee contribution, payable pursuant to law. The parties acknowledge that various challenges have been filed that contest the lawfulness, including the constitutionality, of various aspects of PERS reform legislation enacted by the 2003 Legislative Assembly, including Chapters 67 (HB 2003) and 68 (HB 2004) of Oregon Laws 2003 (“PERS Litigation”). Nothing in this Agreement shall constitute a waiver of any party’s rights, claims or defenses with respect to the PERS Litigation.

  • Retirement Contribution 1. The State shall, as permitted by 5 M.R.S.A. §17702 §§s5 and 6, pay its cost of the 6.5% or 7.5% retirement contribution for employees in the bargaining unit who are covered under special Law Enforcement retirement plans. 2. The State shall, as permitted by 5 M.R.S.A. §17702 §§s5 and 6, pay the cost of the 6.5% or 7.5% retirement contribution for employees in the following classifications.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!