Shifting Control Notice Sample Clauses

Shifting Control Notice. Neither Borrower nor Manager shall have the right of withdrawal with respect to any Account (other than Borrower’s Operating Account, prior to the delivery by Administrative Agent to Bank of a Shifting Control Notice) provided that Administrative Agent shall make disbursements or cause disbursements from the Accounts subject to the terms, conditions, procedures and requirements set forth in the Loan Agreement or this Agreement. Bank shall have the right and agrees to comply with instructions originated by Administrative Agent with respect to the disposition of funds in the Accounts (other than Borrower’s Operating Account, prior to the delivery by Administrative Agent to Bank of a Shifting Control Notice) and with respect to the disposition of funds in Borrower’s Operating Account (subsequent to the delivery by Administrative Agent to Bank of a Shifting Control Notice), without the further consent of Borrower or Manager or any other Person. Bank shall comply with all “entitlement orders” (as defined in Section 8-102(a)(8) of the UCC) and instructions originated by Administrative Agent directing transfer or redemptions of any financial asset relating to any Account (other than Borrower’s Operating Account, prior to the delivery by Administrative Agent to Bank of a Shifting Control Notice) and relating to the Borrower’s Operating Account (subsequent to the delivery by Administrative Agent to Bank of a Shifting Control Notice) without further consent by Borrower or any other Person. For the avoidance of doubt, Bank shall be entitled to rely on any notice from Administrative Agent that any Event of Default has occurred and is continuing.
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Shifting Control Notice. Lender shall be permitted and is hereby authorized to deliver to JP Morgan Chase Bank a Shifting Control Notice with respect to the Lxxxxxx Xxcxxxx under and as defined in the Lockbox Account Agreements (as defined in Schedule B hereto).
Shifting Control Notice. Upon the occurrence of an Event of Default, the Security Agent may, and at the direction of the Majority Creditors, shall, instruct the Collateral Agent (as defined in the Intercreditor Agreement) to deliver a Notice of Shifting Control (as defined in the Intercreditor Agreement) in accordance with the provisions set forth in the Intercreditor Agreement.

Related to Shifting Control Notice

  • Exchange Control Notice Exchange control reporting is required for cash transactions exceeding AUD10,000 and for international fund transfers. The Australian bank assisting with the transaction may file the report on the Employee’s behalf. If there is no Australian bank involved in the transfer, the Employee is required to file the report. The Employee understands that the Employee should consult with her or her personal advisor to ensure compliance with the applicable reporting obligations.

  • Exchange Control Notification Exchange control reporting is required for cash transactions exceeding A$10,000 and international fund transfers. If there is an Australian bank assisting with the transaction, the Australian bank will file the report for the Participant. If there is no Australian bank involved in the transaction, the Participant must file the report.

  • Withdrawal of Fundamental Change Repurchase Notice A Holder that has delivered a Fundamental Change Repurchase Notice with respect to a Note may withdraw such Fundamental Change Repurchase Notice by delivering a written notice of withdrawal to the Paying Agent at any time before the Close of Business on the Business Day immediately before the related Fundamental Change Repurchase Date. Such withdrawal notice must state:

  • Withdrawal of Fundamental Change Purchase Notice A Fundamental Change Purchase Notice may be withdrawn (in whole or in part) by means of a written notice of withdrawal delivered to the Paying Agent in accordance with the Fundamental Change Company Notice, as applicable, at any time prior to the Fundamental Change Expiration Time, as applicable, specifying:

  • Notice of Change in Control or Control Event The Company will, within five Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to subparagraph (b) of this Section 8.3. If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes as described in subparagraph (c) of this Section 8.3 and shall be accompanied by the certificate described in subparagraph (g) of this Section 8.3.

  • Effect of Change in Control Purchase Notice Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof, the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Section) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be paid to such Holder upon the later of (a) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b) hereof have been satisfied) and (b) the time of delivery of the Note to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date specifying, as applicable:

  • Notice of Change in Control The Company will, within five Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control, give written notice of such Change in Control to each holder of Notes. Such notice shall contain and constitute an offer to prepay Notes as described in subparagraph (b) of this Section 8.8 and shall be accompanied by the certificate described in subparagraph (e) of this Section 8.8.

  • Notice of Change of Control Each occasion that any Change of Control shall occur and such notice shall set forth in reasonable detail the particulars of each such occasion.

  • Contents of Fundamental Change Repurchase Notices Each Fundamental Change Repurchase Notice with respect to a Note must state:

  • Procedures to Exercise the Fundamental Change Repurchase Right (a) To exercise its Fundamental Change Repurchase Right for a Bond following a Fundamental Change, the Holder thereof must deliver to the Company:

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