CHI. 2670546.8
CHI. CTA/NEA shall receive a copy of all documents, grievances, and appeals at the formal levels.
CHI. Samstock and ZFT jointly and severally represent and warrant to the Company as follows:
CHI. CEPH, CEPM, the Company and CEP Equity will enter into various bills of sale, assignments, conveyances and related documents (collectively, the “Contribution Documents”) pursuant to which the following transactions will occur immediately prior to or on the Closing Date:
CHI. 1588902.5
CHI. 64213081v14 (e) If the Borrowers fail to deliver a timely Interest Election Request with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, at the end of such Interest Period such Borrowing shall be converted to an ABR Borrowing; provided, however, if such Borrowing is denominated in an Offshore Currency, such Borrowing shall instead be continued as a Eurodollar Borrowing of the same Class with an Interest Period of one (1) month. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies the Borrowers, then, so long as an Event of Default is continuing (i) no outstanding Borrowing may be converted to or continued as a Eurodollar Borrowing and (ii) unless repaid, each Eurodollar Borrowing shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto; provided, however, if such Borrowing is denominated in an Offshore Currency, such Borrowing shall instead be continued as a Eurodollar Borrowing with an Interest Period of one (1) month. SECTION 2.09. Termination, Reduction and Increase of Commitments; Removal of Borrowers. (a) Unless previously terminated, all Commitments shall terminate on the Maturity Date. (b) The Borrowers may at any time terminate the Commitments upon (i) the payment in full in cash of all outstanding Loans, together with accrued and unpaid interest thereon, (ii) the cancellation and return of all outstanding Letters of Credit (or alternatively, with respect to each such Letter of Credit, the furnishing to the Issuing Bank with a cash deposit (or at the discretion of the Issuing Bank a back up standby letter of credit satisfactory to the Issuing Bank) equal to 103% of the LC Exposure as of such date), (iii) the payment in full in cash of the accrued and unpaid fees and (iv) the payment in full in cash of all reimbursable expenses and all other Obligations in cash together with accrued and unpaid interest thereon. The Borrowers may from time to time reduce the Commitments of any Class; provided that (A) each reduction of the Commitments shall be in an amount that is an integral multiple of the Equivalent Amount of $1,000,000 and not less than the Equivalent Amount of $5,000,000, and (B) the Borrowers shall not terminate or reduce the Commitments of any Class if, after giving eff...
CHI. 3027556.3 If you have any questions, please contact Xxxx Xxxxxxxxxx (email xxxx.xxxxxxxxxx@xxxx.xxx or telephone (000) 000-0000). Otherwise, please sign a copy of this Award Letter in the space indicated below and return it to Xxxx Xxxxxxxxxx. Sincerely, Medley Capital LLC, in its capacity as managing member of the Company By: Name: Title: MEMBER: The undersigned accepts and agrees to the foregoing, and hereby accedes to, and agrees to be bound by, the terms of the Company Agreement as a Non-Managing Member: [Name of recipient] EXHIBIT F Carried Interest Percentages Awarded Employee Name or ID Medley RealD Investors LLC Medley Avantor Investors LLC Medley Cloverleaf Investors LLC Medley Caddo Investors LLC Employee ID 172 30.7% 30.7% 30.7% 30.7% Xxxxxxxxxxx Xxxxx (related party) 9.8% 7.7% 9.3% 8.2% Xxxxxxx X. Xxxxxxx, Xx. (named executive) 5.9% 4.6% 5.6% 4.9% Xxxx X. Xxxxxxxxxx (named executive) 5.9% 4.6% 5.6% 4.9% Employee ID 804 5.9% 4.6% 5.6% 4.9% Xxxxx Xxxxx (named executive) 3.9% 3.1% 3.7% 3.3% Xxxx Xxxxx (named executive) 3.9% 3.1% 3.7% 3.3% Xxxxxxx Xxxxxx (named executive) 3.9% 3.1% 3.7% 3.3% Employee ID 157 0.0% 8.7% 0.0% 0.0% Employee ID 216 0.0% 0.0% 2.2% 2.2% Employee ID 167 0.0% 0.0% 0.0% 2.2% Employee ID 196 0.0% 0.0% 0.0% 2.2%
CHI agrees to use its best efforts to complete the software and product changes requested by FD and described on Attachment I.
CHI. DXXX XXXXX, a Korean national having an address at . (The Seller Representative, Innovalue, KB, Sung-Ho Wxxx, Xxxx Jo, Mxxxx-xxx Xxx and Chi-Dxxx Xxxxx shall each be referred to as “Seller” and collectively as “Sellers”).
CHI. 1588902.5 Borrower, or against any security or collateral for the Guaranteed Obligations, or under any other guaranty covering all or a portion of the Guaranteed Obligations. All payments by each Guarantor under this Guaranty shall be made on the same basis, and subject to the same limitations, as payments by each Borrower are made under the Credit Agreement, including Sections 4.6 and 4.7 thereof.
