Common use of Required Notice and Effective Date Clause in Contracts

Required Notice and Effective Date. Any Participant desiring to effect a transfer of its interest shall give written notice of each such proposed transfer to the Lessee and the Agent at least five (5) Business Days prior to such proposed transfer, setting forth the name of such proposed transferee, the percentage or interest to be retained by such Participant, if any, and the date on which such transfer is proposed to become effective. All reasonable out–of-pocket costs (including, without limitation, legal expenses) incurred by the Lessor, the Lessee, the Agent or any Participant in connection with any such disposition by a Participant under this Section 12.1 shall be borne by such transferring Participant. In the event of a transfer under this Section 12.1, any expenses incurred by the transferee in connection with its review of the Operative Documents and its investigation of the transactions contemplated thereby shall be borne by such transferee or the relevant Participant, as they may determine, but shall not be considered costs and expenses which the Lessee is obligated to pay or reimburse under Section 9. Any such proposed transfer shall become effective upon the later of (i) the date proposed in the transfer notice referred to above and (ii) the date on which all conditions to such transfer set forth in this Section 12.1 shall have been satisfied.

Appears in 1 contract

Samples: Participation Agreement (Yahoo Inc)

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Required Notice and Effective Date. Any Participant Lessor desiring to effect a transfer of its interest hereunder shall give written notice of each such proposed transfer to the Lessee and the Agent at least five ten (510) Business Days days prior to such proposed transfer, setting forth the name of such proposed transferee, the percentage or interest to be retained by such ParticipantLessor, if any, and the date on which such transfer is proposed to become effective. All reasonable out-of-pocket costs (including, without limitation, legal expenses) incurred by the Lessor, the Lessee, the Agent or any Participant in connection with any such disposition by a Participant Lessor under this Section 12.1 11.8 shall be borne by such transferring ParticipantLessor, unless such transfer is being made pursuant to Section 7.6, in which case such costs shall be borne by Lessee. In the event of a transfer under this Section 12.111.8, any expenses incurred by the transferee in connection with its review of the Operative Documents Agreements and its investigation of the transactions contemplated thereby shall be borne by such transferee or the relevant ParticipantLessor, as they may determine, but shall not be considered costs and expenses which the Lessee is obligated to pay or reimburse under Section 9. Any such proposed transfer shall become effective upon the later of (i) the date proposed in the transfer notice referred to above and (ii) the date on which all conditions to 11.5, unless such transfer set forth in this is being made pursuant to Section 12.1 shall have been satisfied7.6.

Appears in 1 contract

Samples: Participation Agreement (Yellow Roadway Corp)

Required Notice and Effective Date. Any Participant Lender desiring to effect a transfer of its interest shall give written notice of each such proposed transfer to the Lessee and the Agent at least five ten (510) Business Days prior to such proposed transfertransfer (other than with respect to transfers of a Lender's interest on the Document Closing Date, notice of which may be given on the Document Closing Date), setting forth the name of such proposed transferee, the percentage or interest to be retained by such ParticipantLender, if any, and the date on which such transfer is proposed to become effective. All reasonable out-of-pocket costs (including, without limitation, legal expenses) incurred by the Lessor, the Lessee, the Agent or any Participant and Lessor in connection with any such disposition by a Participant Lender under this Section 12.1 6.3 shall be borne by such transferring ParticipantLender. In the event of a transfer under this Section 12.16.3, any expenses incurred by the transferee in connection with its review of the Operative Documents and its investigation of the transactions contemplated thereby shall be borne by such transferee or the relevant ParticipantLender, as they may determine, but shall not be considered costs and expenses which the Lessee is obligated to pay or reimburse under Section 9. Any such proposed transfer shall become effective upon the later of (i) the date proposed in the transfer notice referred to above and (ii) the date on which all conditions to such transfer set forth in this Section 12.1 shall have been satisfied9.9.

Appears in 1 contract

Samples: Participation Agreement (Genesis Health Ventures Inc /Pa)

Required Notice and Effective Date. Any Participant Lessor desiring to effect a transfer of its interest hereunder shall give written notice of each such proposed transfer to the Lessee Lessees' Representative and the Agent at least five ten (510) Business Days days prior to such proposed transfer, setting forth the name of such proposed transferee, the percentage or interest to be retained by such ParticipantLessor, if any, and the date on which such transfer is proposed to become effective. All reasonable out-of-pocket costs (including, without limitation, legal expenses) incurred by the Lessor, the Lessee, the Agent or any Participant in connection with any such disposition by a Participant Lessor under this Section 12.1 11.8 shall be borne by such transferring ParticipantLessor, unless such transfer is being made pursuant to Section 7.6, in which case such costs shall be borne by Lessees. In the event of a transfer under this Section 12.111.8, any expenses incurred by the transferee in connection with its review of the Operative Documents Agreements and its investigation of the transactions contemplated thereby shall be borne by such transferee or the relevant ParticipantLessor, as they may determine, but shall not be considered costs and expenses which the Lessee is Lessees are obligated to pay or reimburse under Section 9. Any such proposed transfer shall become effective upon the later of (i) the date proposed in the transfer notice referred to above and (ii) the date on which all conditions to 11.5, unless such transfer set forth in this is being made pursuant to Section 12.1 shall have been satisfied7.6.

Appears in 1 contract

Samples: Participation Agreement (Consolidated Freightways Corp)

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Required Notice and Effective Date. Any Participant Lessor desiring to effect a transfer of its interest hereunder shall give written notice of each such proposed transfer to the Lessee and the Agent at least five ten (510) Business Days days prior to such proposed transfer, setting forth the name of such proposed transferee, the percentage or interest to be retained by such ParticipantLessor, if any, and the date on which such transfer is proposed to become effective. All reasonable out-of-pocket costs (including, without limitation, legal expenses) incurred by the Lessor, the Lessee, the Agent or any Participant in connection with any such disposition by a Participant Lessor under this Section 12.1 11.8 shall be borne by such transferring ParticipantLessor, unless such transfer is being made pursuant to Section 7.6, in which case such costs shall be borne by Lessee. In the event of a transfer under this Section 12.111.8, any expenses incurred by the transferee in connection with its review of the Operative Documents Agreements and its investigation of the transactions contemplated thereby shall be borne by such transferee or the relevant ParticipantLessor, as they may determine, but shall not be considered costs and expenses which the Lessee is are obligated to pay or reimburse under Section 9. Any such proposed transfer shall become effective upon the later of (i) the date proposed in the transfer notice referred to above and (ii) the date on which all conditions to 11.5, unless such transfer set forth in this is being made pursuant to Section 12.1 shall have been satisfied7.6.

Appears in 1 contract

Samples: Participation Agreement (Consolidated Freightways Corp)

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