Profit Certificates Sample Clauses

Profit Certificates. 4.6.1. In addition to the Limited Liability Partner Interests and the General Liability Partner Interests which represent the registered capital of the Company, there shall be issued to the Limited Liability Partner Investors on the Closing Date 178,306 profit certificates ("Parts Bénéficiaires/Winstbewijzen") of the Company (hereinafter referred to as "the Profit Certificates") against a commitment to contribute in cash in the amount of EUR 684.12 per Profit Certificate. The subscription price of such Profit Certificates shall be booked on a separate account for reserves not available for distribution ("Onbeschikbare Reserve/ Réserves Indisponibles"). The following schedule sets forth each Investors' subscription for such Profit Certificates: Fremont LLP 52,615 35,995,210.57 Deutsche Bank LLP 52,615 35,995,210.57 CSFB LLP 43,846 29,995,894.79 AIG LLP 29,230 19,997,263.19 TOTAL 178,306 121,983,579.12 4.6.2. The Profit Certificates do not need to be fully paid-up at the time of their subscription but by subscribing to such Profit Certificates, the subscribers irrevocably undertake to fully pay-up these Profit Certificates as set out hereafter. The drawing modalities set out hereafter shall not limit the obligations of the Investors to fully pay-up the Profit Certificates they subscribed. Except as otherwise provided in Article 5.1.4(c) (29) any Manager or group of Managers, representing at least 28 General Partner Interests can at any time request the partial payment of the Profit Certificates consistent with the funding requirements of the Annual Business Plan as provided below. The Manager(s) shall send such request (the "Payment Request") in writing to all holders of the Profit Certificates to the addressees set forth in Exhibit W, indicating the amount which needs to be paid-up on a pro rata basis by each of them, the date upon which such payment needs to be made (which cannot be earlier than 10 Business Days after the date of the Payment Request) (the "Payment Due Date"), and the relevant account information. The Company will demonstrate in the Payment Request that, under the commitments on which it has entered, it has enough funds available (as equity or debt or revenue) to cover its operating expenses until the end of 2001 as contemplated in the Annual Business Plan. The Manager(s) requesting such payment shall attach to the Payment Request an executed document in the form attached hereto as Exhibit J which shall include a certification, among other ...
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Related to Profit Certificates

  • Unit Certificates The number of authorized Units shall initially be one thousand (1,000). Units may be represented by one or more certificates in such form as the Majority Members may from time to time approve, and shall be subject to such rules for the issuance thereof as the Majority Members may from time to time determine.

  • Membership Certificates This LLC shall be authorized to obtain and issue certificates representing or certifying membership interests in this LLC. Each certificate shall show the name of the LLC, the name of the member, and state that the person named is a member of the LLC and is entitled to all the rights granted members of the LLC under the Articles of Organization, Certificate of Formation or a similar organizational document, this operating agreement and provisions of law. Each membership certificate shall be consecutively numbered and signed by one or more officers of this LLC. The certificates shall include any additional information considered appropriate for inclusion by the members on membership certificates. In addition to the above information, all membership certificates shall bear a prominent legend on their face or reverse side stating, summarizing or referring to any transfer restrictions that apply to memberships in this LLC under the Articles of Organization, Certificate of Formation or a similar organizational document and/or this operating agreement, and the address where a member may obtain a copy of these restrictions upon request from this LLC. The records book of this LLC shall contain a list of the names and addresses of all persons to whom certificates have been issued, show the date of issuance of each certificate, and record the date of all cancellations or transfers of membership certificates.

  • The Trust Certificates The Trust Certificates shall represent in the aggregate a 100% Percentage Interest in the Trust. On the date hereof, the Depositor or its designee shall be the sole Certificateholder of each of the Trust Certificates and each of the Trust Certificates shall be registered, upon initial issuance, in the name of the Depositor or its designee. The Trust Certificates shall be executed on behalf of the Trust by manual or facsimile signature of an Authorized Officer of the Owner Trustee. Trust Certificates bearing the manual or facsimile signatures of individuals who were, at the time when such signatures shall have been affixed, authorized to sign on behalf of the Owner Trustee, shall be validly issued and entitled to the benefit of this Agreement, notwithstanding that such individuals or any of them shall have ceased to be so authorized prior to the authentication and delivery of such Trust Certificates or did not hold such offices at the date of authentication and delivery of such Trust Certificates. A transferee of a Trust Certificate shall become a Certificateholder and shall be entitled to the rights and subject to the obligations of a Certificateholder hereunder upon such transferee’s acceptance of a Trust Certificate duly registered in such transferee’s name pursuant to Section 3.04.

  • Class PO Certificates Private Certificates..................................... Class P, Class B-4, Class B-5 and Class B-6 Certificates. Rating Agencies.......................................... Fitch and S&P. Regular Certificates..................................... All Classes of Certificates other than the Class A-R Certificates. Residual Certificate..................................... Class A-R Certificates.

  • Lost Certificates If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Paying Agent shall pay in respect of such lost, stolen or destroyed Certificate the Merger Consideration.

  • Medical Certificates Where the Employer requests medical certificates the Employer shall pay the costs of such certificates.

  • Accountant's Certificates Within the period provided in paragraph (b) above, a certificate of the accountants who render an opinion with respect to such financial statements, stating that they have reviewed this Agreement and stating further whether, in making their audit, such accountants have become aware of any Default or Event of Default under any of the terms or provisions of this Agreement insofar as any such terms or provisions pertain to or involve accounting matters or determinations, and if any such condition or event then exists, specifying the nature and period of existence thereof;

  • Replacement Certificates If, on the date a Securityholder’s escrow securities are to be released, the Escrow Agent holds a share certificate or other evidence representing more escrow securities than are to be released, the Escrow Agent will deliver the share certificate or other evidence to the Issuer or its transfer agent and request replacement share certificates or other evidence. The Issuer will cause replacement share certificates or other evidence to be prepared and delivered to the Escrow Agent. After the Escrow Agent receives the replacement share certificates or other evidence, the Escrow Agent will send to the Securityholder or at the Securityholder’s direction, the replacement share certificate or other evidence of the escrow securities released. The Escrow Agent and Issuer will act as soon as reasonably practicable.

  • Trust Certificates and Transfer of Interests Section 3.01

  • Trust Certificates The Trustee hereby acknowledges receipt, on or prior to the Closing Date, of: (a) the Underlying Securities set forth on Schedule I hereto; and (b) all documents required to be delivered to the Trustee pursuant to Section 2.01 of the Standard Terms.

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