Second Call Sample Clauses

Second Call not scheduled for standby, but who agrees to work on a second call will be 9 compensated at two (2) times the straight-time hourly rate of pay for a minimum of 10 three (3) hours, plus an additional four dollars and fifty cents ($4.50) per hour for each 11 hour so worked or compensated. This three (3) hour minimum shall not apply to a 12 nurse who is working during the first thirty (30) minutes of a scheduled standby/on-call 13 shift that immediately follows the completion of the nurse’s scheduled shift end time.
Sample 1
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Second Call. (a) On second and subsequent call, ordinary and extraordinary Shareholders' meetings shall be considered legally installed whenever attended by Shareholders representing at least fifty percent (50%) of all the Common Shares outstanding evidencing the capital stock of MSX. Subject to Section 3.1.7, resolutions will ------------------ Agreement] shall be revised in its entirety to read as follows: "The Shareholder that has the right to designate the Manager shall also have the right to designate the Officers of MS." be valid and binding when adopted by the affirmative vote of Common Shares representing no less than fifty percent (50%) of all Common Shares outstanding representing the capital stock of MSX.
Sample 1
Second Call. If a duly called Shareholders' Meeting is not held upon the first call and the date for a second call has not been indicated in the notice, the second call shall be made subject to the same publication requirements as those set forth for the first call, indicating that it is a second call, within ten (10) days following the date of the meeting not held and at least three (3) days in advance of the second meeting.
Sample 1
Second Call. Dispatch will place a second call to the relief employee for work available during daily dispatch. Should the Relief deck employees not pick up the call placed by the dispatcher; a message will be left for the employee. Relief deck employees are required to return calls placed within (15) minutes or thirty (30) minutes when working aboard a vessel barring operational necessity.
Sample 1
Second Call. In the event that (i) Eclipse does not deliver a Baseline Product to the Company on or prior to Expected Delivery Date, (ii) Eclipse delivers the Baseline Product to the Company timely, but such Baseline Product fails acceptance testing and Eclipse fails to attempt to correct the relevant Deficiencies, or (iii) the second round of acceptance testing contemplated by subsection (B) above does not result in the issuance of the Certificate of Acceptance, then at any time during the Second Call Period, PCTEL may, in its sole discretion, issue a notice to Eclipse (a “Second Call Notice”) requiring it to sell to PCTEL all Membership Interests then held by Eclipse, at the Second Call Price (the “Second Call”). The closing date for the Second Call shall be specified in the Second Call Notice and shall be no earlier than twenty (20) days, and no later than sixty (60) days, following the date of the Second Call Notice (the “Second Call Closing Date”). PCTEL shall pay the Second Call Price in cash to Eclipse on the Second Call Closing Date. Simultaneously with the payment of the Second Call Price, Eclipse shall execute and deliver to PCTEL such assignments and other instruments as may be reasonably required to vest in PCTEL all right, title, and interest in and to the purchased Membership Interests, free and clear of all liens and encumbrances, together with such additional instruments as may be required to effect a Code Section 754 election, which instruments shall contain only customary representations and warranties as to power and authority, title and liens and encumbrances.
Sample 1
Second Call. In the event that Qualified Ticket Volume during the third Measurement Period is less than Qualified Ticket Volume during the second Measurement Period, then the Company will have a call on that number of Warrants calculated as follows. First, the amount of equity that the Warrant Holder would have received, had the calculations made in Section 4(c) been made as though the Qualifying Ticket Volume in each of the second and third Measurement Periods had been based on the two-year average of the Qualified Ticket Volume from such periods, will be calculated (the "Second Two Year Equity Amount"). Then, if the amount of equity the Warrant Holder has actually earned (if any), net of any Warrants subject to the call set forth in Section 5(a) above, exceeds the Second Two Year Equity Amount, the Company will have a call on the amount of such excess at the Warrant Holder's cost; PROVIDED, HOWEVER, that the right to exercise Warrants to acquire the first 7,557,041 of Shares, subject to adjustment as hereinafter provided pursuant to Section [**] = Confidential treatment requested for redacted portions.
Sample 1
Second Call. The price of the Shares to be sold upon the exercise of the Second Call ("Second Call Price") shall be one-hundred percent (100%) of the Fair Market Value as determined through the appraisal process described in Section 5.5, hereof.
Sample 1
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Second Call. If the First Call pursuant to Section 2.5 of the Purchase Agreement is exercised, then for a period of ninety (90) days commencing on the exercise of the First Call ("Second Call Period"), Numerex shall have the right to purchase ("Second Call") that number of Shares ("Second Call Shares") from the Initial Shareholders, on a pro rata basis, determined by multiplying the total number of outstanding Shares as of the date the Second Call Notice (as defined below) is given and after giving effect to the exercise of the First Call, if any, by the Second Call Percentage (as defined below). The "Second Call Percentage" shall be (i) the percentage ownership of Shares of the Company by Numerex as of the date of the Second Call Notice after giving effect to the exercise of the First Call, if any, subtracted from (ii) 51%. If, immediately prior to the Second Call Period, Numerex owns 51% or more of the outstanding shares of the Company, then the provisions of this Section 4.4(a) shall be null and void, and of no further force or effect. Numerex may exercise this Second Call by giving the Initial Shareholders written notice ("Second Call Notice") at any time during the Second Call Period.
Sample 1

Related to Second Call

  • Notice and Cure Period In the event of a breach, the aggrieved Party shall give written notice of breach to the other Party. If the notified Party does not cure the breach, at its sole expense, within 30 days after the delivery of written notice, the Party may exercise any of the remedies as described in §14 for that Party. Notwithstanding any provision of this Agreement to the contrary, the State, in its discretion, need not provide notice or a cure period and may immediately terminate this Agreement in whole or in part or institute any other remedy in the Agreement in order to protect the public interest of the State.

  • Election Period The period which begins on the first day of the Plan Year in which the Participant attains age thirty-five (35) and ends on the date of the Participant’s death. If a Participant separates from Service prior to the first day of the Plan Year in which age thirty-five (35) is attained, the Election Period shall begin on the date of separation, with respect to the account balance as of the date of separation.

  • PUT NOTICE At any time during the Commitment Period, the Company may deliver a Put Notice to Investor, subject to the conditions set forth in Section 7.2; provided, however, the Investment Amount for each Put as designated by the Company in the applicable Put Notice shall be neither less than the Minimum Put Amount nor more than the Maximum Put Amount.

  • Subscription Period 5.1.1 The Subscription Period is binding upon both Zensai and the Customer, meaning the Customer cannot terminate the Service, the Support Services and this SAAS Agreement during a Subscription Period. Notwithstanding the above, the Customer can terminate the Subscription due to a material default in the Services, cf. Section 10.3, or if a material change to the terms and conditions of the SAAS Agreement comes into force, cf. Section 16.1, and if the Customer is not in breach of the SAAS Agreement, Zensai will refund a pro rata portion of the Subscription Fee for the remaining un- used period of the Service and Support Services. 5.1.2 The Subscription Fee for the Subscription Period is defined in the Quote. The Customer may add Users or upgrade the Service during the Subscription Period but may not downgrade the number of Users during the Subscription Period. For Support Services, the Customer may upgrade its level of Helpdesk Services during a Subscription Period, but the Customer may not downgrade to a lower service level. 5.1.3 The initial Subscription Period shall be defined in the Quote as accepted by the Customer and shall cover a minimum of 12 months. At the end of the initial term, the Subscription is subject to automatic renewal with a Subscription Period running for terms of 12 months, or longer periods if agreed in a new Quote. The Subscription Fee will be invoiced upon renewal for pre-payment. The Subscription may be changed or terminated by the Customer with a notice of no less than 60 days before renewal. 5.1.4 Zensai may terminate the SAAS Agreement by giving a notice of twelve (12) months before the end of a Subscription Period.

  • Qualifying Period If a regular employee is promoted or transferred to a position, then that employee shall be considered a qualifying employee in her new position for a period of ninety (90) calendar days. If a regular employee is promoted or transferred to a position either within or outside the certification and is found to be unsatisfactory, she shall be returned to her previously held position. If a regular employee is promoted to a position, either within or outside the certification, and finds the position to be unsatisfactory, she shall be returned to her previously held position.

  • HSR Waiting Period The waiting period applicable to the consummation of the Merger under the HSR Act shall have expired or been terminated.

  • Cure Period Prior to any claim for default being made, either the Buyer or Seller will have an opportunity to cure any alleged default. If either Buyer or Seller fails to comply with any provision of this Agreement, the other party will deliver written notice to the non- complying party specifying such non-compliance. The non-complying party shall have calendar days after delivery of such notice to cure the non-compliance.

  • Notice and Cure In the event Seller or Purchaser fails to perform any of its obligations under this Agreement, the non-defaulting party shall provide the defaulting party with notice and five (5) days to cure such default, prior to pursuing any remedies available with respect to such default; provided, however, that (i) no such notice and cure shall be provided with respect to a party’s default in failing to timely close, or with respect to any party’s anticipatory breach of this Agreement, and (ii) in no event shall any such notice and cure period result in an extension of the Closing Date.

  • Option Period Pursuant to the Contract, the following are the Adjustment Factors for the term ending October 20, 2023: Date Index 1 August 2019 11311.06 3 October 2019 11326.12 6 January 2020 11392.41 7 February 2020 11396.01 8 March 2020 11396.97 9 April 2020 11412.67 10 May 2020 11418.16 11 June 2020 11436.23 12 July 2020 11439.11 Date Index 1 August 2021 12463.13 2 September 2021 12464.55 3 October 2021 12464.94 4 November 2021 12467.32 5 December 2021 12481.82 6 January 2022 12555.55 7 February 2022 12683.97 8 March 2022 12791.43 9 April 2022 12898.96 10 May 2022 13004.47 11 June 2022 13110.50 12 July 2022 13167.84 Adjustment: Third Year Index Average = 12712.8733 = 1.1168 Base Year Index Average 11383.5283 WA−DC−GC03−100120−SWC Original Adjustment Factor x Adjustment = Adjustment Factor through 10/20/23 Normal Working Hours – Prevailing Wage 1.0378 1.1168 1.1590 Other Than Normal Working Hours – Prevailing Wage 1.0638 1.1168 1.1881 Normal Working Hours – Non−Prevailing Wage 1.0357 1.1168 1.1567 Other Than Normal Working Hours – Non− Prevailing Wage 1.0605 1.1168 1.1844 Non Pre−Priced 1.1627 1.0000 1.1627

  • Call Right (a) The holder of a Call Right may purchase Certificates of a given Series or Class from the Holders thereof prior to maturity if the applicable Supplement designates such Series or Class as a Callable Series, or upon the occurrence of a Tax Event or an Optional Redemption. The Call Terms shall be set forth in the applicable Supplement and shall include, without limitation, the following: (i) the initial holder of the Call Right; (ii) whether the Certificate Principal Balance or Notional Amount of each Certificate being purchased pursuant to the Call Right must be an Authorized Denomination; (iii) the Call Date or Dates; and (iv) the Call Price. (b) A Call Right may be exercised at the option of the holder thereof, in accordance with the Call Terms, upon not less than 35 days' (or such shorter period acceptable to the Trustee or specified in the applicable Supplement) nor more than 60 days' prior notice sent via facsimile with transmission confirmed to the Trustee at the Corporate Trust Office. Such notice to the Trustee shall include the Certificate Principal Balance (or Notional Amount) of the Certificates to be purchased and shall reference the Call Price and the Call Date. On or prior to the second Business Day following receipt of such notice from the holder of the Call Right, the Trustee shall notify the Holders of the Certificates by first class mail; such notices shall state: (i) the Certificate Principal Balance (or Notional Amount) of Certificates to be purchased; (ii) the Call Price; (iii) the name and address of the Paying Agent; (iv) that Certificates called for purchase must be surrendered to the Paying Agent in order to collect the Call Price; (v) that interest on Certificates called for purchase pursuant to the Call Right ceases to accrue on and after the Call Date, and the only remaining right of Holders of such Certificates is to receive payment of the Call Price upon surrender of the Certificates to the Paying Agent; and (vi) that, if any Certificate contains a CUSIP, CINS or ISIN number, no representation is being made as to the correctness of the CUSIP, CINS or ISIN number either as printed on the Certificates or as contained in such notice and that reliance may be placed only on the other identification numbers printed on the Certificates. (c) If less than all of the Certificates are to be purchased pursuant to the exercise of the Call Right, the Trustee shall select the Certificates to be purchased in accordance with the requirements of the principal national securities exchange on which the Certificates are listed or, if the Certificates are not listed on a national securities exchange, on a pro rata basis, by lot or by such other method as such Trustee in its sole discretion shall deem to be fair and appropriate. The Trustee shall notify the Depositor and the Certificate Registrar promptly in writing of the Certificates or portions of the Certificates to be purchased by the holder of the Call Right, provided, however, that this Section 4.08(c) shall not apply to Certificates subject to a Call Right due to a Tax Event or an Optional Redemption. (d) Once such notice is mailed to the Holders, the Certificates called for purchase become due and payable on the Call Date and at the Call Price. Upon surrender of any Certificates to the Paying Agent, the Holders of such Certificates shall be paid the Call Price. Notice of purchase shall be deemed to be given when mailed, whether or not the Holder receives the notice. In any event, failure to give such notice, or any defect therein, shall not affect the validity of the proceedings for the purchase of Certificates held by Holders to whom such notice was properly given. (e) At or prior to 12:00 noon on the Call Date, the holder of the Call Right to be exercised shall deposit with the Paying Agent by wire transfer in same-day funds money sufficient to pay the Call Price of the Certificates to be redeemed on that date. (f) If a notice has been given in the manner provided above, the Certificates or portion of Certificates specified in such notice to be purchased shall become due and payable on the Call Date at the Call Price stated therein, together with accrued interest (if applicable) on and after such dates. Upon surrender of any Certificate in connection with the Call Right, such Certificate shall be paid and redeemed by the holder of the Call Right at the Call Price. (g) Upon surrender of any Certificate that is purchased in part, the Depositor shall execute and the Trustee shall authenticate and deliver to the Holder a new Certificate equal in principal amount to the unredeemed portion of such surrendered Certificate.

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