SFOG definition
Examples of SFOG in a sentence
Such notice shall be accompanied by (i) a form of Notice of Election to Exercise and Form W-9 (or successor form), (ii) subject to Section 3.7, if applicable, a copy of the financial statements and related information required to be delivered pursuant to Section 12.8(a)(i)(A) and (B) of this Agreement for the then last year) and (iii) such additional disclosures, if any, as SFOG Acquisition A and SFOG Acquisition B shall elect to include.
To effect the election to be governed by RULPA, on the Effective Date, SFOG will sign and file the Certificate of Limited Partnership in the form of Exhibit 5.1 hereto, provided that the second sentence in paragraph 5(c) thereof shall, without changing the agreement of the parties to this Agreement, not be included if so including it precludes the election to be governed by RULPA from being effective.
Flags II, at the reasonable direction of ------------------ SFOG II, will make the initial determinations with respect to the Arbitrable Judgments and, for the purpose of calculating EBITDA, such initial determinations shall be used, subject to the arbitration and other procedures provided for in this Section 12.18.
Fund, Flags, Flags II, SFOG II and SFOG II Employee will provide to the Accounting Arbitrator any other information the Accounting Arbitrator may reasonably request; and, if requested by the Accounting Arbitrator, Fund, Flags, Flags II, SFOG II, SFOG II Employee and their representatives will make oral presentations and/or make their employees and the employees of Flags II and SFOG II Employee available to be interviewed by the Accounting Arbitrator, in such manner as it may determine.
Concurrently ----------------------------------------------- with the payment of the End-of-Term Option Price by Fund to each Unitholder whose Units are being redeemed, SFOG Acquisition B shall acquire the interest of SFG-I, LLC (or, if applicable, a successor to SFG-I, LLC) in Flags for an aggregate amount in cash equal to 1.0101 multiplied by the GP Amount (less any taxes required to be withheld).
Within 15 days after the ----------------------------- notification referred to in Section 12.18(c) is given or, if earlier, required to be given, Flags II and SFOG II will provide copies to Flags in Los Angeles, California, of all documents required to be provided pursuant to Section 12.8(a)(iv).
The amount in cash to be paid to a Unitholder in respect of each whole Unit accepted for tender shall be equal to (A) the Per Unit Tender Offer Price less (B) the Per Unit Liabilities Amount less (C) any taxes required to be withheld by SFOG Acquisition A or SFOG Acquisition B, as applicable, under applicable law.
The Park Employees will work at the Amusement -------------- Park as if they were employed by the Amusement Park and Flags II will reimburse SFOG II Employee for the cost thereof to the extent permitted by Section 12.7(a)(i).
SFOG Acquisition -------------------------------------------- A and SFOG Acquisition B jointly shall extend the Tender Offer Expiration Date for, but only for, the minimum period required under applicable law or ten Business Days, whichever is more, following notice to the Unitholders of any increase in the Per Unit Tender Offer Price pursuant to Section 2.2(c).
At any time and from time ---------------------------------- to time prior to the Tender Offer Expiration Date, SFOG Acquisition A and SFOG Acquisition B jointly may increase the Per Unit Tender Offer Price; provided -------- that the amount of each such increase shall be payable only in cash and shall not be less than 2.5% of the then immediately previous Per Unit Tender Offer Price.