Common use of Notwithstanding Sections 8 Clause in Contracts

Notwithstanding Sections 8. 5.1 and 8.5.2, if CDI Transfers its interest in the Company pursuant to Section 11.2.4, the entire amount of the Management Fee (including any portion thereof that would not otherwise have yet come due) shall immediately be due and payable; provided, that this Section 8.5.3 shall not apply with respect to any Transfer to an Affiliate by CDI.

Notwithstanding Sections 8. 5.1 and 8.5.2, if CDI Transfers its interest in the Company pursuant to Section 11.2.4, the entire amount of the Management Fee (including any portion thereof that would not otherwise have yet come due) shall immediately be due and payable; provided, that this Section 8.5.3 shall not apply with respect to any Transfer to an Affiliate by CDI; and provided further, that payment of the Management Fee shall not release the Manager from its continued obligations hereunder.