251 of DCC Sample Clauses

251 of DCC. This Guarantee is a guarantee for the benefit of each Holder from time to time of Trust Securities with respect to each Trust Security held by such Holder. Upon transfer of any Trust Securities to a third party, the previous Holder thereof shall no longer have any rights hereunder with respect to such Trust Securities. The rights under this Guarantee with respect to a Trust Security are not separately transferable from such Trust Security. The Initial Holders, by their execution of this Guarantee, hereby accept the rights under this Guarantee as initial purchasers of the respective number of Trust Securities set forth next to their names in Exhibit B attached hereto with the understanding that such rights shall be transferred by operation of law to any subsequent Holder acquiring a Trust Security from an Initial Holder or from a subsequent Holder. It is specifically intended by the parties hereto that the rights under this Guarantee with respect to a Trust Security shall be transferred by operation of law under Article 6:251 of the Dutch Civil Code ("DCC") to a subsequent Holder of that Trust Security.
Sample 1
251 of DCC. This Guarantee is a guarantee for the benefit of each Holder from time to time of Class B Preferred Securities with respect to each Class B Preferred Security held by such Holder. Upon transfer of any Class B Preferred Securities to a third party, a Holder thereof shall no longer have any rights hereunder with respect to such Class B Preferred Securities. The rights under this Guarantee with respect to a Class B Preferred Security are not separately transferable from such Class B Preferred Security. The Initial Holder, by its execution of this Guarantee, hereby accepts the rights under this Guarantee as initial purchaser of the Class B Preferred Securities with the understanding that such rights shall be transferred by operation of law to any subsequent Holder acquiring a Class B Preferred Security from the Initial Holder or from a subsequent Holder. It is specifically intended by the parties hereto that the rights under this Guarantee with respect to a Class B Preferred Security shall be transferred by operation of law under Article 6:251 of the Dutch Civil Code ("DCC") to a subsequent Holder of that Class B Preferred Security.
Sample 1
251 of DCC. This Guarantee is a guarantee for the benefit of each Holder from time to time of Company Preferred Securities with respect to each Company Preferred Security held by such Holder. Upon transfer of any Company Preferred Securities to a third party, the previous Holder thereof shall no longer have any rights hereunder with respect to such Company Preferred Securities. The rights under this Guarantee with respect to a Company Preferred Security are not separately transferable from such Company Preferred Security. The Initial Holder, by its execution of this Guarantee, hereby accepts the rights under this Guarantee as initial purchaser of the Company Preferred Securities with the understanding that such rights shall be transferred by operation of law to any subsequent Holder acquiring a Company Preferred Security from the Initial Holder or from a subsequent Holder. It is specifically intended by the parties hereto that the rights under this Guarantee with respect to a Company Preferred Security shall be transferred by operation of law under Article 6:251 of the Dutch Civil Code ("DCC") to a subsequent Holder of that Company Preferred Security.
Sample 1

Related to 251 of DCC

  • Terms of Merger 2 2.1 Charter..............................................................2 2.2 Bylaws...............................................................2 ARTICLE 3 -

  • Application of Delaware Law This Agreement, and the application of interpretation hereof, shall be governed exclusively by its terms and by the laws of the State of Delaware, and specifically the Delaware Act.

  • Certificate of Merger or Conversion Upon the required approval by the Manager of a Merger Agreement or a Plan of Conversion, as the case may be, a certificate of merger or certificate of conversion, as applicable, shall be executed and filed with the Secretary of State of the State of Delaware in conformity with the requirements of the Delaware Act.

  • Termination of Merger Agreement This Agreement shall be binding upon Holder upon Holder’s execution and delivery of this Agreement, but this Agreement shall only become effective upon the Closing. Notwithstanding anything to the contrary contained herein, in the event that the Merger Agreement is terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effect.

  • Transactions and Terms of Merger 2 1.1 Merger ........................................................ 2 1.2 Time and Place of Closing ..................................... 2 1.3

  • Effect of Merger, Consolidation or Conversion (a) At the effective time of the merger: (i) all of the rights, privileges and powers of each of the business entities that has merged or consolidated, and all property, real, personal and mixed, and all debts due to any of those business entities and all other things and causes of action belonging to each of those business entities, shall be vested in the Surviving Business Entity and after the merger or consolidation shall be the property of the Surviving Business Entity to the extent they were of each constituent business entity; (ii) the title to any real property vested by deed or otherwise in any of those constituent business entities shall not revert and is not in any way impaired because of the merger or consolidation; (iii) all rights of creditors and all liens on or security interests in property of any of those constituent business entities shall be preserved unimpaired; and (iv) all debts, liabilities and duties of those constituent business entities shall attach to the Surviving Business Entity and may be enforced against it to the same extent as if the debts, liabilities and duties had been incurred or contracted by it. (b) At the effective time of the conversion: (i) the Partnership shall continue to exist, without interruption, but in the organizational form of the converted entity rather than in its prior organizational form; (ii) all rights, title, and interests to all real estate and other property owned by the Partnership shall continue to be owned by the converted entity in its new organizational form without reversion or impairment, without further act or deed, and without any transfer or assignment having occurred, but subject to any existing liens or other encumbrances thereon; (iii) all liabilities and obligations of the Partnership shall continue to be liabilities and obligations of the converted entity in its new organizational form without impairment or diminution by reason of the conversion; (iv) all rights of creditors or other parties with respect to or against the prior interest holders or other owners of the Partnership in their capacities as such in existence as of the effective time of the conversion will continue in existence as to those liabilities and obligations and may be pursued by such creditors and obligees as if the conversion did not occur; (v) a proceeding pending by or against the Partnership or by or against any of Partners in their capacities as such may be continued by or against the converted entity in its new organizational form and by or against the prior Partners without any need for substitution of parties; and (vi) the Partnership Interests that are to be converted into partnership interests, shares, evidences of ownership, or other securities in the converted entity as provided in the plan of conversion shall be so converted, and Partners shall be entitled only to the rights provided in the Plan of Conversion.

  • AGREEMENT AND PLAN OF MERGER The Sponsor understands and acknowledges that the SPAC, PubCo, Merger Sub, the Company, SinCo and the Shareholders are entering into the Agreement and Plan of Merger in reliance upon the Sponsor’s execution and delivery of this Agreement. The Sponsor has received a copy of the Agreement and Plan of Merger, is familiar with the provisions of the Agreement and Plan of Merger and has consented to (and hereby consents to) the SPAC’s entry into the Agreement and Plan of Merger.

  • Certificate of Merger Upon the required approval by the General Partner and the Unitholders of a Merger Agreement, a certificate of merger shall be executed and filed with the Secretary of State of the State of Delaware in conformity with the requirements of the Delaware Act.

  • Articles of Merger The Parties agree that, as soon as practicable after satisfaction of all conditions to the Merger, they will jointly file executed Articles of Merger with the Department and make all other filings or recordings required by Maryland law in connection with the Merger.

  • Effects of Merger The Merger shall have the effects set forth in Section 259 of the DGCL.

Most Referenced Clauses

Most Referenced Definitions