Any Drag Sample Clauses

Any Drag. Along Notice shall contain (1) the name and address of the proposed transferee(s), (2) the proposed purchase price, terms of payment and other material terms and conditions of the proposed Drag-Along Transaction, and (3) the number of shares of the Dragged Holder's Series B Preferred and/or Converted Shares to be included in the Transfer (the "DRAGGED SHARES"), which may be up to the number of shares of Series B Preferred and Converted Shares owned by such Dragged Holder at the time of the proposed Transfer, multiplied by a fraction (i) the numerator of which is the number of shares of Converted Shares and/or Series C Preferred (on an as-converted basis) to be sold by the Dragging Holder, and (ii) the denominator of which is the total number of Converted Shares and/or shares of Series C Preferred (on an as-converted basis) owned by the Dragging Holder immediately prior to such Transfer.
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Any Drag. Along Notice given to Harvard shall include a valuation of the fair market value of each of the Company and Holdco. Such valuation shall be made by a nationally recognized investment banking firm. Harvard shall have the right to exercise its right to exchange its shares of Common Stock into shares of common stock of Holdco (the "Holdco Common Stock")for 20 days following receipt by Harvard of a Drag-Along Notice.
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Any Drag. Along Securities Transferred pursuant to a Drag-Along Sale shall be purchased for an amount equal to the consideration payable in respect of each of those corresponding Drag-Along Securities in the Drag-Along Sale.
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Related to Any Drag

  • Payments Directly to Swing Line Lender The Borrower shall make all payments of principal and interest in respect of the Swing Line Loans directly to the Swing Line Lender.

  • OBLIGATION TO REMIT SUBSEQUENT PAYMENTS AND FORWARD COMMUNICATIONS (A) Any payment received by SLM ECFC with respect to amounts accrued after the date of the related ▇▇▇▇ of Sale for any Purchased Loan sold to Funding, which payment is not reflected in the related Loan Transmittal Summary Form, shall be received by SLM ECFC in trust for the account of Funding and SLM ECFC hereby disclaims any title to or interest in any such amounts. Within two (2) Business Days following the date of receipt, SLM ECFC shall remit to Funding an amount equal to any such payments along with a listing on a form provided by Funding identifying the Purchased Loans with respect to which such payments were made, the amount of each such payment and the date each such payment was received. (B) Any written communication received at any time by SLM ECFC with respect to any Loan subject to these Master Terms or the related Purchase Agreement shall be transmitted by SLM ECFC to the Servicer within two (2) Business Days of receipt. Such communications shall include, but not be limited to, letters, notices of death or disability, notices of bankruptcy, forms requesting deferment of repayment or loan cancellation, and like documents.

  • Payments Directly to Swingline Lender The Borrower shall make all payments of principal and interest in respect of the Swingline Loans directly to the Swingline Lender.

  • Default Not Exceeding 10% of Firm Units or Option Units If any Underwriter or Underwriters shall default in its or their obligations to purchase the Firm Units or the Option Units, if the Over-allotment Option is exercised, hereunder, and if the number of the Firm Units or Option Units with respect to which such default relates does not exceed in the aggregate 10% of the number of Firm Units or Option Units that all Underwriters have agreed to purchase hereunder, then such Firm Units or Option Units to which the default relates shall be purchased by the non-defaulting Underwriters in proportion to their respective commitments hereunder.

  • Failure to Make Payment In the event a participating Authorized User fails to make payment to the Contractor for Products delivered, accepted and properly invoiced, within thirty calendar days of such delivery and acceptance, the Contractor may, upon five business days advance written notice to both the Commissioner and the Authorized User’s purchasing official, suspend additional shipments of Product or provision of services to such entity until such time as reasonable arrangements have been made and assurances given by such entity for current and future Contract payments.