RIGHT TO REQUEST LIQUIDATION Sample Clauses

RIGHT TO REQUEST LIQUIDATION. 72 SECTION 15.2 REDEMPTION BY THE PARTNERSHIP............................................................ 73
Sample 1
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RIGHT TO REQUEST LIQUIDATION. (a) The Xxxxxxx Limited Partners, acting by majority consent of the Xxxxxxx Limited Partners, shall have the right to require the Partnership to liquidate its assets and distribute the net proceeds thereof to the Partners in accordance with Section 13.2 (the "LIQUIDATION RIGHT") by providing written notice to the Partnership (the "LIQUIDATION NOTICE") at any time (i) on or after the date that is six months before the Calendar Liquidation Notice Date but before the Calendar Liquidation Notice Date or (ii) on or after the JQH Liquidation Notice Date. (b) Unless the Partnership has redeemed all outstanding Xxxxxxx Preferred Units pursuant to the Partnership Redemption Right under Section 15.2, the Partnership shall be required to commence liquidating its assets in accordance with Section 13.2 on or before the date that is 18 months following the Liquidation Notice Date (the "LIQUIDATION COMMENCEMENT DATE"), pursue such liquidation thereafter and complete the liquidation process within the later to occur of (i) the first anniversary of the Liquidation Commencement Date and (ii) one month after the tenth anniversary of the Effective Date (the later to occur of the foregoing, referred to herein as the "LIQUIDATION COMPLETION DEADLINE"), provided that if the Partnership has redeemed all outstanding Xxxxxxx Preferred Units pursuant to the Partnership Redemption Right on or prior to the Liquidation Completion Deadline, then the Partnership shall not be obligated in any way to complete the liquidation process. Notwithstanding the foregoing, at the election of the General Partner, the General Partner shall have the right, in lieu of the liquidation contemplated by this Section 15.1(b), to purchase all outstanding Xxxxxxx Preferred Units on or prior to the Liquidation Completion Deadline at the Preferred Redemption Price, payable in immediately available funds.
Sample 1

Related to RIGHT TO REQUEST LIQUIDATION

  • Right to request 7.4.4(a) An employee entitled to parental leave pursuant to the provisions of 7.4.2 may request the employer to allow the employee:

  • Application of Net Liquidation Proceeds For all purposes under this agreement, Net Liquidation Proceeds received from a Servicer shall be allocated first to accrued and unpaid interest on the related Mortgage Loan and then to the unpaid principal balance thereof.

  • Distributions Upon Liquidation Notwithstanding Section 5.1, proceeds from a Liquidating Event shall be distributed to the Partners in accordance with Section 13.2.

  • Cash Liquidation 7 Certificate...................................................................7

  • Acquisition/Liquidation Procedure The Company agrees: (i) that, prior to the consummation of any Business Combination, it will submit such transaction to the Company's stockholders for their approval ("Business Combination Vote") even if the nature of the acquisition is such as would not ordinarily require stockholder approval under applicable state law; and (ii) that, in the event that the Company does not effect a Business Combination within 18 months from the consummation of this Offering (subject to extension for an additional six-month period, as described in the Prospectus), the Company will be liquidated and will distribute to all holders of IPO Shares (defined below) an aggregate sum equal to the Company's "Liquidation Value." With respect to the Business Combination Vote, the Company shall cause all of the Initial Stockholders to vote the shares of Common Stock owned by them immediately prior to this Offering in accordance with the vote of the holders of a majority of the IPO Shares. At the time the Company seeks approval of any potential Business Combination, the Company will offer each of holders of the Company's Common Stock issued in this Offering ("IPO Shares") the right to convert their IPO Shares at a per share price equal to the amount in the Trust Fund (inclusive of any interest income therein) on the record date ("Conversion Price") for determination of stockholders entitled to vote upon the proposal to approve such Business Combination ("Record Date") divided by the total number of IPO Shares. The Company's "Liquidation Value" shall mean the Company's book value, as determined by the Company and audited by BDO. In no event, however, will the Company's Liquidation Value be less than the Trust Fund, inclusive of any net interest income thereon. If holders of less than 20% in interest of the Company's IPO Shares vote against such approval of a Business Combination, the Company may, but will not be required to, proceed with such Business Combination. If the Company elects to so proceed, it will convert shares, based upon the Conversion Price, from those holders of IPO Shares who affirmatively requested such conversion and who voted against the Business Combination. Only holders of IPO Shares shall be entitled to receive liquidating distributions and the Company shall pay no liquidating distributions with respect to any other shares of capital stock of the Company. If holders of 20% or more in interest of the IPO Shares vote against approval of any potential Business Combination, the Company will not proceed with such Business Combination and will not convert such shares.

  • Rights of the Holders to Receive Payment Notwithstanding any other provision of this Indenture, the right of any Holder to receive payment of principal of and interest on the Securities held by such Holder, on or after the respective due dates expressed or provided for in the Securities, or to bring suit for the enforcement of any such payment on or after such respective dates, shall not be impaired or affected without the consent of such Holder.

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  • Termination and Liquidation Section 9.01.

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  • Liquidation etc As long as the Class B Distribution and Service Plan is in effect, the Series shall not change the manner in which the Distribution Fee is computed (except as may be required by a change in applicable law after the date hereof) or adopt a plan of liquidation without the consent of the Distributor (or any designee or transferee of the Distributor's rights to receive payment hereunder in respect of Class B shares) except in circumstances where a surviving entity or transferee of the Series' assets adopts the Class B Distribution and Service Plan and assumes the obligations of the Series to make payments to the Distributor (or its transferee) hereunder in respect of Class B shares.

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