Sancxxx Xxx Option Sample Clauses

Sancxxx Xxx Option. (a) Sancxxx (xx his executor in the event of his death) shall have the right, but not the obligation, to require ISC (directly or through its designee) and PMI (directly or through its designee) to each purchase from him, or from an entity wholly owned by him, one half of the ten percent (10%) limited liability company interest in the Company owned by him or an entity wholly owned by him (the "Sancxxx Xxxbership Interest"). The foregoing right to require the purchase of the Sancxxx Xxxbership Interest may be exercised upon a written demand (the "Sancxxx Xxxand") made (i) at -57- 58 (b) If during the period commencing immediately after the Closing Date and ending on July 1, 2001, the aggregate number of Units (as that term is defined in the Operating Agreement) transferred by ISC and PMI (or the ISC Affiliate and the PMI Affiliate) and/or sold by the Company to new members exceeds fifty percent (50%) of the Units outstanding immediately after the Closing, Sancxxx xxxll have the right, but not the obligation, to require ISC (directly or through its designee) and PMI (directly or through its designee) to each purchase from him, or an entity wholly owned by him, the Sancxxx Xxxbership Interest. (c) The purchase price for the Sancxxx Xxxbership Interest shall be the greater of $2,950,000, increased by the amount of any capital contributed to the Company after the Closing by or on behalf of the owner of the Sancxxx Xxxbership Interest and decreased by the amount of any capital distributed by the Company to the owner of the Sancxxx Xxxbership Interest (other than distributions pursuant to Section 7.4 of the Company's Operating Agreement), or the amount calculated as follows: (i) The Company's regular accountant will calculate the net income of the Company for its fiscal year immediately preceding or coincident with the date of the Sancxxx Xxxand increased by the amount of any allocated administrative overhead charges made by ISC, PMI or their affiliates during such fiscal year which are in excess of commercially reasonable charges for similar administrative services and reduced by the amount of federal, state and local income taxes which would have applied to such income if the Company had been taxed as a Subchapter C corporation rather than as a limited liability company taxes as a partnership. Such adjusted net -58- 59 (ii) The Adjusted Income shall be multiplied by the average of the earnings multiple at which shares of common stock of ISC and PMI were being p...
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Related to Sancxxx Xxx Option

  • Xxxx Xxxx Purchase Order and Sales Contact Email 2 2 Purchase Order and Sales Contact Phone 2 3 Company Website 4 Entity D/B/A's and Assumed Names 5 Primary Address 2 6 Primary Address City 7 Primary Address State 2 8 Primary Address Zip 9 Search Words Identifying Vendor Certification of Vendor Residency (Required by the State of Texas)

  • Xxxxx Xxxx Purchase Order and Sales Contact Email 2 Purchase Order and Sales Contact Phone 2 3 Company Website 2 4 Entity D/B/A's and Assumed Names 5 Primary Address 2 6 Primary Address City 7 Primary Address State 2 8 Primary Address Zip 9 Search Words Identifying Vendor Certification of Vendor Residency (Required by the State of Texas)

  • Xxxxxx Xxxxxx Xxxx Xx Day, 3rd Monday in January;

  • Xxxx Xxxxx Where the parties cannot agree on an arbitrator, one of the above named will be chosen at random.

  • Xxxx, Xx Xxxxxxxxxx, XX 00000 Attention: Xxxxx X. Xxxxxxxxxx, CEO Email: Xx.Xxxxxxxxxx@xxx.xxx ​ with a copy to : ​ Stock Yards Bancorp, Inc.

  • Xxxxx Xxx Cozen X’Xxxxxx; 0000 X Xxxxxx, XX, Xxxxx 0000; Xxxxxxxxxx, XX 00000-0000.

  • Xxxx-Xxxxx-Xxxxxx Notwithstanding any other provision in this Agreement, in the event the Xxxx Xxxxx Xxxxxx Antitrust Improvements Act of 1976, as amended (the “HSR Act”), is applicable to any Member by reason of the fact that any assets of the Company will be distributed to such Member in connection with the dissolution of the Company, the distribution of any assets of the Company shall not be consummated until such time as the applicable waiting periods (and extensions thereof) under the HSR Act have expired or otherwise been terminated with respect to each such Member.

  • Xx Xxxxxx No waiver or modification of this Agreement or any of its terms is valid or enforceable unless reduced to writing and signed by the party who is alleged to have waived its rights or to have agreed to a modification.

  • Xxxxx, Xx Xxxxxx X.

  • xxx/xxxx/ In the alternative, Consultant may obtain a copy of the prevailing wages from the City’s Representative. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

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