Risk Premium Entitlement Sample Clauses

Risk Premium Entitlement. Subject to the terms and conditions of the Senior Subordination Agreement, upon the occurrence of a Liquidity Transaction other than a Change of Control Liquidity Event, the Lenders shall be entitled to receive from the Company a Risk Premium Payment with respect to such Liquidity Transaction on the forty-fifth (45th) calendar day (or, if such day is not a Business Day, the next Business Day immediately following such day) following the closing of the Liquidity Transaction, and upon the occurrence of a Change of Control Liquidity Event, the Lenders shall be entitled to receive from the Company a Risk Premium Payment with respect to such Liquidity Transaction concurrently with the closing of such Liquidity Transaction (the date on which any such payment is due, a “Payment Date”). This Risk Premium Payment shall be allocated among the Lenders pro rata in accordance with the aggregate principal amount of Notes purchased by each of the Lenders (regardless of whether all or any of such Notes are then outstanding) prior to or concurrently with the occurrence of the Liquidity Transaction. Notwithstanding anything to the contrary provided in this Agreement, the Lenders may defer their right to receive any Risk Premium Payment on the applicable Payment Date by executing and delivering to the Company a Deferral of Risk Premium Payment on Payment Date, substantially in the form attached hereto as Exhibit A. Such deferred Risk Premium Payments shall bear interest from the date of the applicable Liquidity Transaction at an annual rate equal to 10% and shall thereafter become due and payable ten (10) Business Days after receipt of a written notice from the Lenders demanding payment of such deferred Risk Premium Payment. Interest shall be calculated based on a 360-day year, compounded annually. All such deferred Risk Premium Payments shall constitute Secured Obligations pursuant to the Subordinated Security Agreement, dated November 16, 2010, among the Lenders and the Company, and Obligations under the Intellectual Property Security Agreement, dated November 16, 2010 among the Lenders and the Company. For the avoidance of doubt, any Risk Premium Payment that is deferred pursuant to this Section 2.1 shall not be included in the calculation of Aggregate Previous Risk Premium Payments (and the Payment Consideration associated with such Risk Premium Payment shall not reduce the Lenders’ percentage interest in the Aggregate Payment Consideration in the calculation of Risk Pre...
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Related to Risk Premium Entitlement

  • Overtime Entitlement (a) An employee will be entitled to compensation for authorized overtime in excess of: (1) the scheduled daily hours; or (2) the maximum daily hours for those employees on flextime; or (3) the agreed averaging period. (b) For the purposes of calculating the hourly rate for overtime, an employee's biweekly rate shall be divided by 70. (c) Overtime shall be compensated in 30-minute increments; however, employees shall not be entitled to any compensation for periods of overtime of less than five minutes per day.

  • Benefit Entitlement When an employee is on a WCB claim all benefits of the Agreement will continue to accrue. However, an employee off work on WCB claim shall receive net wages as defined by (A) above, and benefits equalling but not to exceed their normal entitlement had they not suffered a compensable injury. For the first twenty (20) work days on claim, an employee will accrue paid holidays and vacation credits. Once the claim exceeds twenty (20) work days, paid holidays and vacation credits will not accrue. However, unused vacation credits accrued prior to the claim shall not be lost as a result of this clause.

  • Holiday Entitlement Employees who are laid off within seven (7) working days (except employees subject to dismissal through cause) prior to a Statutory Holiday occurring shall be entitled to such Statutory Holiday with pay. Also, employees who are absent either the day before or the day after a Statutory Holiday or both shall be entitled to such Statutory Holiday with pay provided they are absent for a reason of illness or accident.

  • Basic entitlement 7.4.2(a) After twelve months continuous service, parents are entitled to a combined total of 52 weeks unpaid parental leave on a shared basis in relation to the birth or adoption of their child. For females, maternity leave may be taken and for males, paternity leave may be taken. Adoption leave may be taken in the case of adoption.

  • Job Search Entitlement Where an employer has given notice of termination to an employee, an employee must be allowed up to one day’s time off without loss of pay for the purpose of seeking other employment. The time off is to be taken at times that are convenient to the employee after consultation with the employer.

  • Leave Entitlement An eligible employee is entitled to take up to a total of twelve (12) 41 work weeks of FMLA leave in a 12-month period, to be measured backwards from the 42 commencement date the employee uses FMLA leave. An eligible employee taking leave 43 under Article 12.02(10)(b) shall be permitted to take up to 26 work weeks of leave in a 44 12-month period.

  • Leave Entitlements (a) A sessional practitioner shall be entitled to pro rata leave entitlements (excluding paid overseas study leave) in the same ratio as the number of sessions allocated bears to 10. If during any qualifying period the number of sessions allocated to a sessional practitioner varies, the number shall be averaged over the qualifying period. (b) A sessional practitioner shall be entitled to paid public holidays in accordance with Clause 31 – Public Holidays if the public holidays occur on a day on which a session is normally worked. If a sessional practitioner is required to work on a public holiday the provisions of Clause 28(6) shall apply.

  • Vacation Entitlement i) A transferring employee will accrue vacation in accordance with the collective agreement of the designated employer. ii) A transferring employee will have pre-approved vacation requests honoured. iii) Vacation entitlement not used by the employee at the time of transfer shall transfer with the employee to the designated employer, if applicable. iv) Vacation scheduling will be in accordance with the applicable collective agreement and the practice of the designated employer.

  • Partial Entitlement ADSs In the event any Shares are deposited which (i) entitle the holders thereof to receive a per-share distribution or other entitlement in an amount different from the Shares then on deposit or (ii) are not fully fungible (including, without limitation, as to settlement or trading) with the Shares then on deposit (the Shares then on deposit collectively, “Full Entitlement Shares” and the Shares with different entitlement, “Partial Entitlement Shares”), the Depositary shall (i) cause the Custodian to hold Partial Entitlement Shares separate and distinct from Full Entitlement Shares, and (ii) subject to the terms of the Deposit Agreement, issue ADSs representing Partial Entitlement Shares which are separate and distinct from the ADSs representing Full Entitlement Shares, by means of separate CUSIP numbering and legending (if necessary) and, if applicable, by issuing ADRs evidencing such ADSs with applicable notations thereon (“Partial Entitlement ADSs/ADRs” and “Full Entitlement ADSs/ADRs”, respectively). If and when Partial Entitlement Shares become Full Entitlement Shares, the Depositary shall (a) give notice thereof to Holders of Partial Entitlement ADSs and give Holders of Partial Entitlement ADRs the opportunity to exchange such Partial Entitlement ADRs for Full Entitlement ADRs, (b) cause the Custodian to transfer the Partial Entitlement Shares into the account of the Full Entitlement Shares, and (c) take such actions as are necessary to remove the distinctions between (i) the Partial Entitlement ADRs and ADSs, on the one hand, and (ii) the Full Entitlement ADRs and ADSs on the other. Holders and Beneficial Owners of Partial Entitlement ADSs shall only be entitled to the entitlements of Partial Entitlement Shares. Holders and Beneficial Owners of Full Entitlement ADSs shall be entitled only to the entitlements of Full Entitlement Shares. All provisions and conditions of the Deposit Agreement shall apply to Partial Entitlement ADRs and ADSs to the same extent as Full Entitlement ADRs and ADSs, except as contemplated by this Section 2.12. The Depositary is authorized to take any and all other actions as may be necessary (including, without limitation, making the necessary notations on ADRs) to give effect to the terms of this Section 2.

  • Sick Leave Entitlement A permanent full-time employee shall earn paid sick leave at the rate of one and one-half (1½) days per month. Sick leave shall accumulate to a total of eighty-five (85) working days. Permanent part-time employees shall be entitled to sick leave on a pro-rata basis.

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