Remaining Partners' Option Sample Clauses

Remaining Partners' Option. If the Partnership does not exercise its option under Section 8.3(2)(a) within the forty-five (45) day period provided above, then the Remaining Partners shall have the option for thirty (30) days following the expiration of the period described Section 8.3(2)(a) to exercise their option to purchase the Interest of the Retiring Partner, in which case the Retiring Partner shall sell such Interest to the Remaining Partners at a purchase price as provided in Section 8.3, allocated ratably among the Remaining Partners purchasing the tendered Interest. If there is more than one Remaining Partner, each Remaining Partner shall have the right to purchase a proportionate percentage of the Interest tendered by the Retiring Partner based upon the relative Percentage Interest of each Remaining Partner pursuant to Section 3.1(or Section 3.2(4), Section 4.2 or Section 4.3 if redetermined)) as of the end of the month in which the Tender is made. For purposes of determining the prorata portion of the Interest that each Remaining Partner is entitled to purchase, the Interests of the Remaining Partners shall be deemed to equal One Hundred Percent (100%) of the Partnership Interests. If a Remaining Partner does not elect to purchase its proportionate percentage of the Interest, then the other Remaining Partner(s) shall have the right to purchase such portion of the Interest. The Remaining property to members of the decedent’s family for less than adequate consideration and 3) the arrangement is comparable to similar arm’s length transactions. Each element must be met independently. Partners' option to purchase shall be exercised by giving written notice to the Retiring Partner.
Sample 1
AutoNDA by SimpleDocs
Remaining Partners' Option. If the Partnership does not exercise its option under Section 8.4(3)(a) within the ninety (90) day period provided above, then the Remaining Partners shall have the option for ninety (90) days following the Partnership vote described in Section 8.4(3)(a), to exercise the options to purchase the Interest of the Assigning Partner, in which case the Assigning Partner shall sell such Interest to the Remaining Partners consistent with either the terms and conditions of the Offer or in accordance with Article 124 This section relates to transfers to third parties. Again, this is a buy-sell provision. The partnership is given the first option to purchase, then the partners. The purchase price and terms are the same as the third party offer. The entire interest must be purchased. If neither purchase the limited partner’s interest then he or she can sell it to the third party. 12, as the Remaining Partners may elect. If there is more than one Remaining Partner, each Remaining Partner shall have the right to purchase a proportionate percentage of the Interest offered by the Assigning Partner, based upon the relative Percentage Interest of each Remaining Partner pursuant to Section 3.1 (or Section 3.2(4), Section 4.2 or Section 4.3, if redetermined) as of the end of the month in which the Assigning Partner provided the Notice. For purposes of determining the pro rata portion of the Interest that each Remaining Partner is entitled to purchase, the Interests of the Remaining Partners shall be deemed to equal One Hundred Percent (100%) of the Interests. If a Remaining Partner does not elect to purchase its proportionate percentage, then the other Remaining Partner(s) shall have the right to purchase such share. The Remaining Partners' option to purchase shall be exercised by giving written notice to the Assigning Partner. If the Remaining Partner(s) elect to purchase less than the entire Interest that is the subject of the Offer, the Assigning Partner may elect not to sell such Interest and to continue to own the Interest that is the subject of the Offer. Transfers of Limited Interests from the Assigning Partner to Remaining Partners shall be made only after receiving the written approval of the General Partners and after meeting the general conditions of Section 8.4(1) for transfers.
Sample 1

Related to Remaining Partners' Option

  • Put Option The Company hereby grants to Lender an option (the “Put Option”) to sell all or any portion of the Issued Shares (the “Put Shares”) to the Company for a total purchase price of $195,000, pro-rated for any portion thereof (the “Put Price”). The Put Option may be exercised with respect to any amount that is equal to or less than the entire balance of the outstanding Put Shares, at any time during the earlier to occur of the following Put Option exercise periods (the “Put Period”): (a) the ten (10) Business Day period commencing on the first anniversary hereof, or (b) the ten (10) Business Day period commencing on the date which is nine (9) months after the date that the registration statement for the registration of the Issued Shares is declared effective by the SEC . If not exercised during the Put Period, the Put Option shall terminate and shall be of no further force or effect. The Put Option shall be exercisable by Lender’s delivery of written notice to the Company (the “Put Notice”). The Put Notice shall specify the date on which the closing of the purchase of the Put Shares shall take place (the “Put Closing Date”), which such date shall be no earlier than ten (10) days but no later than thirty (30) days from the date of the Put Notice. On or before the Put Closing Date, Lender will deliver to the Company the certificate(s) representing the Put Shares (duly endorsed for transfer by Lender or accompanied by duly executed stock powers in blank) and the Company shall tender to Lender the Put Price in cash by wire transfer of immediately available funds to an account at a bank designated by Lender. The Company and Lender acknowledge and agree that the Company’s obligation to purchase the Issued Shares from Lender pursuant to the Put Option is an Obligation secured by the Collateral and any related guarantees under the Loan Documents, and for so long as the Put Option is outstanding and, if exercised, the Put Price is not yet tendered, the Lender’s right to receive the Put Price shall be secured by the Collateral and any related guarantees under the Loan Documents. Lender’s right to exercise the Put Option shall not be transferred or assigned to any third party.

  • Call Option The Company shall have the option to "call" the Warrants (the "Warrant Call"), in accordance with and governed by the following:

  • Pre-Closing Option Provided that the Recipient satisfies the terms and conditions of this Agreement, Recipient may elect to have Funds delivered by the OPWC to the Title Agent prior to Closing, subject to the terms and conditions of this Agreement and the Escrow Agreement. Recipient shall make such election, if at all, by delivering to the OPWC a Disbursement Request Form and Certification in the form of Appendix E to this Agreement (the "Disbursement Request"), which shall identify the Title Agent as payee and shall be delivered after the Recipient's receipt of a Notice to Proceed and not more than sixty (60) days prior to Closing. The OPWC shall then deliver to the Title Agent Funds to be disbursed under this Agreement for the land acquisition, which Funds may be held, together with the Matching Funds, in an account subject to the terms and conditions of the Escrow Agreement. Any interest that accrues thereon shall be used by the Recipient for settlement costs. If the interest paid on such escrow account exceeds the settlement costs to be paid by the Recipient, then such funds shall be applied to the Cost of Project. If all of the conditions to the release of Funds set forth in the Escrow Agreement have been satisfied, the Title Agent shall release the escrowed Funds at Closing and apply the same to the land acquisition costs in accordance herewith and the settlement statement executed and delivered at the Closing. After Closing, the Recipient may request additional disbursements of Funds available under this Agreement relating to the land acquisition, including costs incurred in connection with appraisal of the Land, closing costs, title search, environmental assessments and other eligible costs. Within sixty (60) days of Closing, the Recipient shall deliver to the OPWC, or shall cause the Title Agent to deliver to the OPWC, a copy of the recorded Deed Restrictions and deed, or other instrument appropriate for the interest in the Land, and the executed settlement statement. If the Recipient does not close within thirty (30) days of disbursement, the Recipient must contact the OPWC immediately.

  • Option Two In the event that the complainant is not be satisfied with the outcome, he/she may submit a formal complaint in writing. As an alternative to the Option One informal complaint, the complainant may opt to go directly to the formal second stage. The formal written complaint must be received by the Registrar within 10 business days of the complainant receiving feedback. The formal complaint will be reviewed and addressed within three (3) business days and a response will be provided to the complainant within five (5)

  • Term and Renewal Options The term of service is 24 months (Initial Term). Following the expiration of the Initial Term, service under this option will continue on a month-to-month basis subject to the terms and conditions, including rates and discounts set forth under this option (Extension Term). The Company or the Customer may elect to forego the Extension Term by providing the other party written notice at least 60 days prior to the expiration of the Initial Term. Either party may terminate service during the Extension Term by providing the other party at least 60 days prior written notice. Term shall mean the Initial Term and the Extension Term.

  • Option Period Pursuant to the Contract, the following are the Adjustment Factors for the next option period: Base Year Index Date Index 1 August 2019 11311.06 2 September 2019 11311.24 3 October 2019 11326.12 4 November 2019 11380.83 5 December 2019 11381.53 6 January 2020 11392.41 7 February 2020 11396.01 8 March 2020 11396.97 9 April 2020 11412.67 10 May 2020 11418.16 11 June 2020 11436.23 12 July 2020 11439.11 Third Year Index Date Index 1 August 2021 12463.13 2 September 2021 12464.55 3 October 2021 12464.94 4 November 2021 12467.32 5 December 2021 12481.82 6 January 2022 12555.55 7 February 2022 12683.97 8 March 2022 12791.43 9 April 2022 12898.96 10 May 2022 13004.47 11 June 2022 13110.50 12 July 2022 13167.84 Base Year Average 11383.5283 Third Year Average 12712.8733 Price Adjustment: Third Year Index Average = 12712.8733 = 1.1168 Base Year Index Average 11383.5283 WA-DC-E01-100120-VGL Original Adjustment Factor x Price Adjustment = Option Multiplier Normal Working Hours – Prevailing Wage 1.0919 1.1168 1.2194 Other Than Normal Working Hours – Prevailing Wage 1.0924 1.1168 1.2200 Normal Working Hours – Non-Prevailing Wage 1.0919 1.1168 1.2194 Other Than Normal Working Hours – Non- Prevailing Wage 1.0924 1.1168 1.2200 Non Pre-Priced 1.2108 1.0000 1.2108

  • Early Redemption Option Freddie Mac’s right to redeem the Original Notes prior to the Maturity Date on any Payment Date at the earlier of (a) on or after the Payment Date on which the aggregate unpaid principal balance of the Reference Obligations is less than or equal to 10% of the Cut-off Date Balance of the Reference Pool; or (b) on or after the Payment Date in September 2026, by paying an amount equal to the outstanding Class Principal Balance, after allocation of the Tranche Write-down Amount or Tranche Write-up Amount, if any, for such Payment Date, of each Class of Original Notes (without regard to any exchanges of Exchangeable Notes for MAC Notes), plus accrued and unpaid interest. If on the Early Redemption Date a Class of MAC Notes that is entitled to principal is outstanding, all principal amounts that are payable by Freddie Mac on Exchangeable Notes that were exchanged for such MAC Notes will be allocated to and payable on such MAC Notes in accordance with the exchange proportions applicable to the related Combination.

  • Subscription Term The transfer of Software Subscription(s) to Cloud Access does not change the start date or the duration of the original Software Subscription(s) and once your Software Subscription expires, your access to the Software Subscription in the Vendor’s Cloud will cease, unless otherwise renewed. You may renew your Software Subscription with Red Hat directly or an authorized partner.

  • Grant Completion Deadline The grant completion deadline is the end date of this Agreement set forth in Section 2 above. The Grant Completion Deadline is the date when all grant and matching funds have been paid out or incurred in accordance with the work described in the Scope of Work, detailed in the Estimated Project Budget. If the Grantee finds it necessary to request an extension of the Grant Completion Deadline, an Amendment to the Agreement must be executed as per Section 7, and the stipulations in Section 15 must be met.

  • Renewal Option This Contract may be renewed under the same terms and conditions, subject to the approval of the Commissioner of the Department of Administration and the State Budget Director in compliance with IC § 5-22-17-4. The term of the renewed contract may not be longer than the term of the original Contract.

Time is Money Join Law Insider Premium to draft better contracts faster.