CERTAIN REDEMPTIONS AND ACQUISITIONS Sample Clauses

CERTAIN REDEMPTIONS AND ACQUISITIONS. The Company shall give US WEST Communications, Inc. ("US WEST") not less than 15 days prior written notice of any redemption or repurchase of its equity securities (including options, warrants and unconvertible securities) and shall not redeem (other than as required pursuant to the Certificate) or repurchase any of its equity securities to the extent that such redemption or repurchase would cause the Company to become a Regulatory Affiliate of US WEST. US WEST shall not acquire any of the Company's equity securities (whether from the Company or from a third party) to the extent that such acquisition would cause the Company to become a Regulatory Affiliate of US WEST. Any transaction in violation of this subsection shall be void. To the extent such transaction has taken place before either the Company or US WEST was aware that it violated this subsection, the Company and US WEST agree to use their best commercially reasonable efforts to cause the transaction to be rescinded. In any event, the provisions of subsection (b) below will apply to the extent that the Company has become a Regulatory Affiliate of US WEST.
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CERTAIN REDEMPTIONS AND ACQUISITIONS. The Company shall give the Purchaser not less than 15 days' prior written notice of any redemption or repurchase of its equity securities (including options, warrants and convertible securities) and shall not redeem or repurchase any of its equity securities to the extent that such redemption or repurchase would cause the Purchaser to hold more than 10.0% of the Company's Common Stock (after giving effect to the conversion of all outstanding shares of Series A Preferred Stock and all other convertible securities of the Company) or otherwise cause the Company to become a Regulatory Affiliate (as defined below). The Purchaser shall give the Company 15 days' prior written notice of any acquisition by it of the Company's equity securities (including options, warrants and convertible securities) and shall not acquire any of the Company's equity securities (whether from the Company or from a third party) to the extent that such acquisition would cause the Purchaser to hold more than 10.0% of the Company's Common stock (after giving effect to the conversion of all outstanding shares of Series A Preferred Stock and all other convertible securities of the Company) or otherwise cause the Company to become a Regulatory Affiliate. Any transaction in violation of this subsection shall be void. To the extent such transaction has taken place before either the Company or the Purchaser was aware that it violated this subsection, the parties agree to use their best commercially reasonable efforts to cause the transaction to be rescinded. In any event, the provisions of subsection (b) below will apply to the extent that the Company has become a Regulatory Affiliate.

Related to CERTAIN REDEMPTIONS AND ACQUISITIONS

  • Fundamental Changes and Acquisitions Such Obligor will not, and will not permit any of its Subsidiaries to, (i) enter into any transaction of merger, amalgamation or consolidation (ii) liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution), or (iii) make any Acquisition or otherwise acquire any business or substantially all the property from, or capital stock of, or be a party to any acquisition of, any Person, except:

  • Investments and Acquisitions The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Investments (including without limitation, loans and advances to, and other Investments in, Subsidiaries), or commitments therefor, or to create any Subsidiary or to become or remain a partner in any partnership or joint venture, or to make any Acquisition of any Person, except:

  • Redemptions and Repurchases The Trust shall purchase such Shares as are offered by any Shareholder for redemption, upon receipt by the Trust or a Person designated by the Trust that the Trust redeem such Shares or in accordance with such procedures for redemption as the Trustees may from time to time authorize; and the Trust will pay therefor the net asset value thereof, in accordance with the By-Laws and the applicable provisions of the 1940 Act. Payment for said Shares shall be made by the Trust to the Shareholder within seven days after the date on which the request for redemption is received in proper form. The obligation set forth in this Section 2 is subject to the provision that in the event that any time the New York Stock Exchange (the "Exchange") is closed for other than weekends or holidays, or if permitted by the Rules of the Commission during periods when trading on the Exchange is restricted or during any emergency which makes it impracticable for the Trust to dispose of the investments of the applicable Series or to determine fairly the value of the net assets held with respect to such Series or during any other period permitted by order of the Commission for the protection of investors, such obligations may be suspended or postponed by the Trustees. The redemption price may in any case or cases be paid in cash or wholly or partly in kind in accordance with Rule 18f-1 under the 1940 Act if the Trustees determine that such payment is advisable in the interest of the remaining Shareholders of the Series of which the Shares are being redeemed. Subject to the foregoing, the selection and quantity of securities or other property so paid or delivered as all or part of the redemption price shall be determined by or under authority of the Trustees. In no case shall the Trust be liable for any delay of any corporation or other Person in transferring securities selected for delivery as all or part of any payment in kind.

  • Investments; Acquisitions Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any Joint Venture, or acquire, by purchase or otherwise, all or substantially all the business, property or fixed assets of, or Capital Stock of any Person, or any division or line of business of any Person except:

  • Limitations on Loans, Advances, Investments and Acquisitions Purchase, own, invest in or otherwise acquire, directly or indirectly, any Capital Stock, interests in any partnership or joint venture (including, without limitation, the creation or capitalization of any Subsidiary), evidence of Indebtedness or other obligation or security, substantially all or a portion of the business or assets of any other Person or any other investment or interest whatsoever in any other Person, or make or permit to exist, directly or indirectly, any loans, advances or extensions of credit to, or any investment in cash or by delivery of property in, any Person except:

  • Sales and Redemptions A provisional credit of an amount equal to the net sale price for a sale or redemption of securities or other financial assets shall be made to the account of the Portfolio as if the amount had been received as of the close of business on the date on which good funds would ordinarily be immediately available in the applicable market. The provisional credit will be made conditional upon the Custodian having received Proper Instructions with respect to, or reasonable notice of, the transaction, as applicable; and the Custodian or its agent having possession of the securities of other financial assets (excluding financial assets subject to any third party lending arrangement entered into by a Portfolio) associated with the transaction in good deliverable form and not being aware of any facts which would lead the Custodian or its agent to believe that the transaction will not settle in the time period ordinarily applicable to such transactions in the applicable market.

  • Acquisitions and Investments The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Investments (including without limitation, loans and advances to, and other Investments in, Subsidiaries), or commitments therefor, or become or remain a partner in any partnership or joint venture, or to make any Acquisition of any Person, except:

  • In-kind redemptions The Acquiring Fund acknowledges and agrees that, if and to the extent consistent with the Acquired Fund’s registration statement, as amended from time to time, the Acquired Fund may, in its sole discretion, honor any redemption request partially or wholly in-kind in a manner consistent with Federated Hermes Funds’ Redemption-In-Kind Procedures.

  • Distributions and Redemptions Maker shall not declare or pay any dividends or make any distributions of cash, property or securities of Maker with respect to any shares of its common stock, preferred stock or any other class or series of its stock, or, directly or indirectly (except for repurchases of common stock by Maker in accordance with the terms of employee benefit plans or written agreement between Maker and any of its employees approved by the Board of Directors of Maker prior to February 1, 2004), redeem, purchase, or otherwise acquire for any consideration any shares of its common stock or any other class of its stock.

  • Mergers and Acquisitions The Borrower will not, and will not permit any of its Subsidiaries to, become a party to any merger or consolidation, or agree to or effect any asset acquisition or stock acquisition (other than the acquisition of assets in the ordinary course of business consistent with past practices) except the merger or consolidation of one or more of the Subsidiaries of the Borrower with and into the Borrower, or the merger or consolidation of two or more Subsidiaries of the Borrower.

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