Shortfall Notice Sample Clauses

Shortfall Notice. Each Member shall notify the Manager, within ten (10) calendar days after the giving of the Capital Notice, of the amount (if any) of the Required Amount that such Member elects (in the sole and absolute discretion of such Member) to obligate itself to make as an additional Capital Contribution. Failure to so notify the Manager within such 10-day period shall be deemed to be such Member’s election to not obligate itself to make a Capital Contribution with respect to the Required Amount. The Manager shall immediately thereafter notify (the “Shortfall Notice”) each Member if there is any shortfall between the amounts so obligated by the Members and the amount of the Required Capital (the “Shortfall Amount”), which Shortfall Notice shall identify each Member that is not obligating itself to contribute its Required Amount (a “Shortfall Member”). For purposes of this Agreement, “Shortfall Amount” shall also include any amount thereafter not timely contributed by a Member that such Member obligated itself to contribute pursuant to this Section 3.8, and “Shortfall Member” shall also include such Member.
Sample 1
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Shortfall Notice a notice from the Issuer to the Underwriter specifying the number of Offer CDIs for which Valid Applications in respect of the Offer have not been received. Shortfall CDIs 1 the number of Offer CDIs offered under the Offer for which Valid Applications have not been received from Eligible Holders in respect of their Entitlement; and
Sample 1
Shortfall Notice. See SECTION 3.1.4(A)(I).
Sample 1
Shortfall Notice. If at any time during any MO Year: (a) Lonza believes that […***…]; or (b) […***…] occurs, Lonza shall promptly provide written notice thereof to Customer, which notice shall include: (i) the number of Batches that Lonza believes it will be unable to Deliver; (ii) the reasons for Lonza’s inability to Deliver such number of Batches; and (iii) Lonza’s anticipated timeline for being able to Deliver such number of Batches (such notice, a “Shortfall Notice”). Following delivery of a Shortfall Notice, Lonza shall be obligated to provide written notice(s) to Customer promptly in the event there are subsequent changes in the details covered by a particular Shortfall Notice. For clarity, the provisions of this Clause 6.5 and Clause 6.6 and other provisions relating to mechanisms addressing Lonza’s inability to deliver Batches set forth in purchase orders under this Agreement shall not limit or otherwise affect Lonza’s obligations to continue efforts to manufacture and deliver Products in accordance with Clause 2.1.
Sample 1
Shortfall Notice. If TimberWest delivers, or is deemed to deliver, to FCCL a Shortfall Notice, FCCL may, at any time before the end of the first Fiscal Quarter after the Contract Year in which the Shortfall Notice is given, deliver a notice (a "Remedy Notice") to TimberWest confirming that FCCL requires a remedy to make up for the Volume Shortfall and including an invoice or other reasonable evidence of the cost to FCCL F.O.B. the Original Pulp Xxxxx of a volume of Chips equal to the Volume Shortfall actually purchased by FCCL in an arm's length bona fide sale at any time during the 10 Business Days immediately preceding the date on which the Remedy Notice is delivered in excess of the cost of such volume calculated at the Chip Price and F.O.B. the Original Pulp Xxxxx at such time (the "Excess Cost").
Sample 1
Shortfall Notice. If Riverside delivers, or is deemed to deliver, to Crown a Shortfall Notice, Crown may, at any time before the end of the first Fiscal Quarter after the Contract Year in which the Shortfall Notice is given, deliver a notice (a "Remedy Notice") to Riverside confirming that Crown requires a remedy to make up for the Volume Shortfall and including an invoice or other reasonable evidence of the cost to Crown f.o.
Sample 1
Shortfall Notice. If at any time during any calendar year following commencement of cGMP manufacture of Product at the Facility, Lonza believes that it will be unable to Deliver in such calendar year the number of Batches ordered by Customer for Delivery during such calendar year, Lonza shall promptly provide written notice thereof to Customer, which notice shall include (i) the number of Batches that Lonza believes it will be unable to Deliver, (ii) the reasons for Lonza’s inability to deliver such number of Batches and (iii) Lonza’s anticipated timeline for being able to deliver such number of Batches (such notice, a “Shortfall Notice”). Following delivery of a Shortfall Notice, Lonza shall be obligated to provide written notice(s) to Customer promptly in the event there are subsequent changes in the details covered by a particular Shortfall Notice (e.g., if Lonza subsequently learns that it will be able to Deliver more or less Batches than previously described in the Shortfall Notice or any prior update notice, or if Lonza’s anticipated timelines for curing such shortfall change). For clarity, the provisions of this Clause 7.3 and Clause 7.4 and other provisions relating to mechanisms addressing Lonza’s inability to Deliver Batches set forth in Purchase Orders under this Agreement shall not limit or otherwise affect Lonza’s obligations to continue efforts to manufacture and Deliver Products in accordance with Clause 3.1 of this Agreement.
Sample 1
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Shortfall Notice. (a) Before providing a Shortfall Notice under clause 6.1, the Company must inform the Underwriter of the number of Acceptances which are not Valid Applications, the grounds on which the Company believes any Acceptance is not a Valid Application and permit the Underwriter to review those Acceptances, and the Underwriter may re-lodge those Acceptances that are or become Valid Applications. (b) The parties agree that if an Acceptance is Valid Application in circumstances where the clearance in presentation under clause 5.4(e) occurs after the Closing Date but before the Shortfall Notification Date then that Acceptance must nevertheless be considered a Valid Application received by 5.00pm on the Closing Date.
Sample 1
Shortfall Notice. Within 15 days of determining the Shortfall Amount, Parent will deliver to the Company a notice containing the Shortfall Amount and the number of shares comprising the Returned Stock (the “Shortfall Notice”). After receiving the Shortfall Notice, the Company shall have 15 days within which to return certificate(s) of the Parent Common Stock representing at a minimum the amount of the Returned Stock, together with a stock power for each certificate endorsed in blank. Upon receipt of the certificate(s) of the Parent Common Stock and the stock power(s) from the Company, Parent shall cancel all such certificates and reissue to the Company a certificate representing the number of shares of Parent Common Stock owned by the Company prior to cancellation less the amount of Returned Stock.
Sample 1

Related to Shortfall Notice

  • Recall Notice Notice of Recall or available position may be made in person or by U.S. Mail, return receipt requested. It is the responsibility of each laid off employee notify the Sheriff of his/her current address.

  • Call Notice The Company shall have a period (the “Call Period”) of ninety (90) days from the six (6) month anniversary of the last date of delivery to the Participant of any Share deliverable pursuant to any outstanding Award (or, if later, with respect to a Section 6(a) Call Event, the date after discovery of, and the applicable cure period for, an impermissible Transfer constituting a Section 6(a) Call Event) in which to give notice in writing to the Participant of its election to exercise its rights and obligations pursuant to this Section 6 (a “Call Notice”). The completion of the purchases pursuant to the Call Notice shall take place at the principal office of the Company on the tenth (10th) business day after delivery of such Call Notice. The applicable Repurchase Price (including any payment with respect to Awards described in this Section 6) shall be paid by delivery to the applicable Participant Entities of a certified bank check or checks in the appropriate amount payable to the order of each of the applicable Participant Entities (or by wire transfer of immediately available funds, if the Participant Entities provide to the Company wire transfer instructions) against delivery of certificates or other instruments representing the Stock so purchased and appropriate documents canceling the Awards so terminated, appropriately endorsed or executed by the applicable Participant Entities or any duly authorized representative.

  • NOTICE TO THE CLASS 4.1 The Notice Plan shall consist of the following:

  • Termination Event; Notice (a) The Purchase Contracts and all obligations and rights of the Company and the Holders thereunder, including the Holders’ obligation and right to purchase and receive shares of Common Stock and to receive accrued and unpaid Contract Adjustment Payments (including any deferred Contract Adjustment Payments (including Compounded Contract Adjustment Payments thereon)), shall immediately and automatically terminate, without the necessity of any notice or action by any Holder, the Purchase Contract Agent or the Company, if, prior to or on the Purchase Contract Settlement Date, a Termination Event shall have occurred. In the event of such a termination of the Purchase Contracts as a result of a Termination Event, Holders of such Purchase Contracts will not have a claim in bankruptcy under the Purchase Contract with respect to the Company’s issuance of shares of Common Stock or the right to receive Contract Adjustment Payments. (b) Upon and after the occurrence of a Termination Event, the Units shall thereafter represent the right to receive the Notes (or security entitlements with respect thereto) underlying the Applicable Ownership Interests in Notes, the Treasury Securities or the Applicable Ownership Interests in the Treasury Portfolio, as the case may be, forming part of such Units, and any other Collateral, in each case, in accordance with the provisions of Section 3.15. Upon the occurrence of a Termination Event, (i) the Company shall promptly thereafter give written notice to the Purchase Contract Agent, the Collateral Agent and the Holders, at their addresses as they appear in the Security Register and (ii) the Collateral Agent shall, in accordance with Section 3.15, release the Notes (or security entitlements with respect thereto) underlying the Pledged Applicable Ownership Interests in Notes or the Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of Applicable Ownership Interest in the Treasury Portfolio) forming a part of each Corporate Unit or the Treasury Securities forming a part of each Treasury Unit, as the case may be, and any other Collateral from the Pledge.

  • 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.

  • Funding Notice Administrative Agent shall have received a fully executed and delivered Funding Notice.

  • CAFA Notice Pursuant to 28 U.S.C. § 1715, not later than ten (10) days after the Agreement is filed with the Court, the Settlement Administrator shall cause to be served upon the Attorneys General of each U.S. State in which Settlement Class members reside, the Attorney General of the United States, and other required government officials, notice of the proposed settlement as required by law, subject to Paragraph 5.1 below.

  • Purchase Notice Revolving Creditors shall have the option to purchase from the Term Loan Creditors all but not less than all of the Term Loan Obligations at any time following (i) Term Loan Agent or Term Loan Creditors have accelerated the maturity of all or a material portion of the Term Loan Obligations, (ii) the commencement of an Enforcement Action by Term Loan Agent with respect to a material portion of the Term Loan Priority Collateral, (iii) the commencement of any Insolvency Proceeding, or (iv) the extension of the final maturity date of the Term Loan Obligations. The Term Loan Agent shall promptly deliver to the Revolving Agent notice of the first to occur of the events described in clauses (i), (ii), (iii) or (iv) of this paragraph (a). Revolving Agent (on behalf of the exercising Revolving Creditors (the “Term Obligations Purchaser”)) shall exercise this option by giving written notice (the “Revolving Agent’s Purchase Notice”) of its election to Term Loan Agent within ten (10) Business Days following the delivery of such notice. The Revolving Agent’s Purchase Notice, once delivered, shall be irrevocable and shall not be subject to withdrawal or rescission.

  • Deliverables at Triggering Event Dates; Certificates The Company agrees that on or prior to the date of the first Issuance Notice and, during the term of this Agreement after the date of the first Issuance Notice, upon: (A) the filing of the Prospectus or the amendment or supplement of any Registration Statement or Prospectus (other than a prospectus supplement relating solely to an offering of securities other than the Shares or a prospectus filed pursuant to Section 4(a)(ii)(B)), by means of a post-effective amendment, sticker or supplement, but not by means of incorporation of documents by reference into the Registration Statement or Prospectus; (B) the filing with the Commission of an annual report on Form 10-K or a quarterly report on Form 10-Q (including any Form 10-K/A or Form 10-Q/A containing amended financial information or a material amendment to the previously filed annual report on Form 10-K or quarterly report on Form 10-Q), in each case, of the Company; or (C) the filing with the Commission of a current report on Form 8-K of the Company containing amended financial information (other than information “furnished” pursuant to Item 2.02 or 7.01 of Form 8-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) that is material to the offering of securities of the Company in the Agent’s reasonable discretion; (any such event, a “Triggering Event Date”), the Company shall furnish the Agent (but in the case of clause (C) above only if the Agent reasonably determines that the information contained in such current report on Form 8-K of the Company is material) with a certificate as of the Triggering Event Date, in the form and substance satisfactory to the Agent and its counsel, substantially similar to the form previously provided to the Agent and its counsel, modified, as necessary, to relate to the Registration Statement and the Prospectus as amended or supplemented, (A) confirming that the representations and warranties of the Company contained in this Agreement are true and correct, (B) that the Company has performed all of its obligations hereunder to be performed on or prior to the date of such certificate and as to the matters set forth in Section 5(a)(iii) hereof, and (C) containing any other certification that the Agent shall reasonably request. The requirement to provide a certificate under this Section 4(o) shall be waived for any Triggering Event Date occurring at a time when no Issuance Notice is pending or a suspension is in effect, which waiver shall continue until the earlier to occur of the date the Company delivers instructions for the sale of Shares hereunder (which for such calendar quarter shall be considered a Triggering Event Date) and the next occurring Triggering Event Date. Notwithstanding the foregoing, if the Company subsequently decides to sell Shares following a Triggering Event Date when a suspension was in effect and did not provide the Agent with a certificate under this Section 4(o), then before the Company delivers the instructions for the sale of Shares or the Agent sells any Shares pursuant to such instructions, the Company shall provide the Agent with a certificate in conformity with this Section 4(o) dated as of the date that the instructions for the sale of Shares are issued.

  • Termination Notice If either Party, having become entitled to do so, decides to terminate this Agreement pursuant to the preceding Clause 8.2 (a) (i) or 8.2 (a) (ii), it shall issue Termination Notice setting out: (i) in sufficient detail the underlying Force Majeure Event; (ii) the Termination Date which shall be a date occurring not earlier than 60 (sixty) days from the date of Termination Notice; (iii) the estimated Termination Payment including the details of computation thereof and; (iv) any other relevant information.

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