Release Period Sample Clauses
Release Period. In their sole discretion, either or both of the Ally Parties may permit more time between the event and payment due date to take into account factors such as delays in the administration, processing, and delivery of the payments (“Release Period”). The Release Period is available only when Dealership is not in Default under this Agreement and for payments required under Subsection III.C.2.(a)(i) above. The existence, duration, terms, and continuation of the Release Period are subject to change from time to time by each of the Ally Parties. Changes in the Release Period by the Ally Parties do not constitute amendments of this Agreement. Consistent with the foregoing, the following provisions will apply to the Release Period as of the effective date of this Agreement:
i. With respect to vehicles sold by Carvana pursuant to a retail installment contract that becomes subject to the so-called “Flow Purchase” or “Warehouse Financing” credit facilities between the Ally Parties and Carvana and/or its affiliates, Carvana may make payment to the Ally Parties under Section III.C.2(a)(i) on or before the earlier of one (1) business day after the Ally Parties fund Carvana (or its affiliate) under such Ally facility, or ten (10) business days after the date of sale;
ii. In all other circumstances, Carvana will make payment to the Ally Parties under IFSA Section III.C.2(a)(i) on or before ten (10) business days after the date of sale; and
iii. The Ally Parties reserve the right to adjust, increase or decrease these periods in the future, in their discretion with notice to Dealership of at least five (5) business days prior to the effect of such adjustment, increase or decrease.
Release Period. This authorization covers Data for the period starting with the completion of the project and ending on the date of the complete repayment of the benefit assessment pursuant to the Agreement. Printed Name: Email & Phone Number: Utility Service Address (if different): Note: Capitalized terms used but not defined in this Completion Certificate have the meaning assigned to them in the Financing Agreement to which this exhibit is attached and of which it forms a part.
Release Period. Disney shall initially release each Picture theatrically in the United States either during the period from May 15 to August 15 ("Summer Period") or during the period from November 15 to December 31 ("Holiday Period").
Release Period. The Company has at any time the right to relieve Executive from his obligation to work at full pay provided, however, that any income that Executive receives from any activity during such release period shall be deducted. Executive shall compensate any vacation during such release period and shall not engage in any competing activity.
Release Period. 6 c. [*]...................................................................6 d. Walt ▇▇▇ney Pictures Brand............................................7 e.
Release Period. Disney shall initially release each Picture theatrically in the United States either during the period from May 15 to August 15 ("Summer Period") or during the period from November 15 to December 31 ("Holiday Period").
(i) Neither Disney nor any of its Affiliates shall [*] any [*] (other than [*] shown with a [*] any of the following [*]: (A) during the [*] before and [*] after the initial theatrical release of the Picture; (B) during a [*] in which a [*] is [*]; or -6 [*] Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment
(ii) Neither Disney nor any of its Affiliates shall [*] or [*] any Disney branded or G-rated live action motion picture distributed by Disney or its Affiliates (e.g. [*] or [*]) during the period commencing [*] before and ending [*] after the [*] of the Picture, or ending [*] after the [*] of the Picture in the case of a Picture [*].
(iii) For purposes of this Agreement, "Affiliate" means any person or entity (i) in which Disney owns or controls directly or indirectly at least a 25% ownership interest, (ii) which owns or controls directly or indirectly at least a 25% ownership interest in Disney, or (iii) in which a person or entity owns or controls directly or indirectly at least a 25% ownership interest that also owns or controls directly or indirectly a 25% ownership in Disney.
Release Period. When the Registration is declared effective by the SEC, -------------------- Parent will promptly so notify the Stockholders' Representative, with a copy to the Escrow Agent, by fax, with confirming duplicates by email and by US mail to the Stockholders' Representative. The Stockholders' Representative, within two Trading Days after the Stockholders' Representative receives such notice, will deliver to the Escrow Agent an Allocation Notice to transfer Merger Consideration Escrow Shares as provided below, subject however to Paragraph 8 of this Agreement.
(a) The Escrow Agent shall transfer to the Stockholders' Representative, as agent of each Incentive Plan Participant, a number of Merger Consideration Escrow Shares determined by the Stockholders' Representative by dividing that Incentive Plan Participant's Withholding Amount by the Formula Price.
(b) The Escrow Agent shall transfer to Vault Holdings, LLC a number of Merger Consideration Escrow Shares determined by the Stockholders' Representative by dividing $200,000 by the Formula Price.
(c) The Escrow Agent shall transfer to each of the Former Creditors (or to purchasers of their shares under the Registration, if the Former Creditors so instruct), a number of Merger Consideration Escrow Shares equal to the lesser of (i) the Authorized Number of such Former Creditor and (ii) the Salable Number of such Former Creditor. If the number of Merger Consideration Escrow Shares to be transferred according to the Stockholders' Representative's instruction to the Former Creditors shall not have equaled their total Authorized Number, the Escrow Agent shall hold the balance of the Merger Consideration Escrow Shares until additional transfers are made in accordance with paragraph 6.
(d) If the total number of Merger Consideration Escrow Shares transferred to the Former Creditors shall have equaled their total Authorized Number, the Allocation Notice shall instruct the Escrow Agent to transfer the balance of the remaining Merger Consideration Escrow Shares (the "Residual Shares"). To determine the allocation of the Residual Shares, the Stockholders' Representative shall add to the number of Residual Shares (x) the total number of Merger Consideration Escrow Shares transferred in respect of Withholding Amounts and (y) the Merger Consideration Escrow Shares transferred to Vault Holdings, LLC pursuant to subparagraph (c), and the resulting sum shall be multiplied by 15% ("Incentive Plan Allotment"). The Allocation Notice s...
Release Period. In their sole discretion, either or both of the Ally Parties may permit more time between the event and payment due date to take into account factors such as delays in the administration, processing, and delivery of the payments (“Release Period”). The Release Period is available only for payments required under Subsection III.C.2.(a) above. The existence, duration, terms, and continuation of the Release Period are subject to change from time to time by each of the Ally Parties. Changes in the Release Period by the Ally Parties do not constitute amendments of this Agreement. Consistent with the foregoing, the following provisions will apply to the Release Period as of the effective date of this Agreement:
i. With respect to vehicles sold by Carvana pursuant to a retail installment contract that becomes subject to the so-called “Flow Purchase” or “Warehouse Financing” credit facilities between the Ally Parties and Carvana and/or its affiliates, Carvana may make payment to the Ally Parties under Section III.C.2(a) on or before the earlier of one business day after the Ally Parties fund Carvana (or its affiliate) under the so-called “Part A” or “Part B” facility, or 15 business days after the date of sale;
ii. With respect to vehicles sold by Carvana pursuant to a retail installment contract, other than as described above in Section III.C.5(a)(i), Carvana may make payment to the Ally Parties under Section III.C.2(a) on or before the earlier of: two business days after Carvana (or its affiliate) is funded, or 15 business days after the date of sale;
iii. In all other circumstances, Carvana may make payment to the Ally Parties under IFSA Section III.C.2(a) on or before five business days after the date of sale; and
iv. The Ally Parties reserve the right to adjust, increase or decrease these periods in the future, in their discretion with notice to Dealership of at least five business days prior to the effect of such adjustment, increase or decrease.
Release Period. In their sole discretion, either or both of the Ally Parties may permit more time between the event and payment due date to take into account factors such as delays in the administration, processing, and delivery of the payments (“Release Period”). The Release Period is available only when Carvana is not in Default under this Agreement and for payments required under Subsection III.C.2(a)(i) above. The existence, duration, terms, and continuation of the Release Period are subject to change from time to time by each of the Ally Parties. Changes in the Release Period by the Ally Parties do not constitute amendments of this Agreement. Consistent with the foregoing, the following provisions will apply to the Release Period as of the effective date of this Agreement: i. With respect to vehicles sold by Carvana pursuant to a retail installment contract that becomes subject to the so-called “Flow Purchase” facility between the Ally Parties and Carvana and/or its affiliates, Carvana may make payment to the Ally Parties under Section IIIC.2(a)(i) on or before the earlier of one (1) business day after the Ally Parties fund Carvana (or its affiliate) under such Ally facility, or seven (7) business days after the date of sale;
Release Period. The first release period shall commence on the Closing and shall end on December 31, 2004. For purposes of the High Sales Rate only, the Earnout Revenues for such period shall be annualized, and the Rate Step for such period shall be Four Million Dollars ($4,000,000).
