Distributions Upon Certain Events Sample Clauses

Distributions Upon Certain Events. Upon voluntary or involuntary liquidation, dissolution or winding-up of the Partnership, distributions on the Series C Preferred Units shall be made in accordance with Section 13.2 hereof; PROVIDED, HOWEVER, that upon any such liquidation, dissolution or winding-up of the Partnership, the Liquidator may elect, in its sole discretion, to cause the Partnership or the General Partner Entity to issue to the holders of the Series C Preferred Units such number of Series C Preferred Shares as such holder would have received had they exercised their Exchange Rights in accordance with Section 17.9 hereof (it being assumed for purposes hereof that such holders would then be entitled to exercise such Exchange Rights) in lieu of the cash otherwise distributable to the Series C Preferred Partners pursuant to Section 13.2 hereof.
Sample 1
AutoNDA by SimpleDocs
Distributions Upon Certain Events. In the event of either the liquidation or dissolution of the issuer of any class of Escrow Shares, in each such case the Escrow Agent shall release and distribute all of the shares of such class of Escrow Shares or Triad Common Stock, as the case may be, held in the Escrow Fund to (i) CIC, if a CIC Liquidation Notice has not been received by the Escrow Agent, or (ii) the CIC Shareholders in whose names such Escrow Shares are registered, if a CIC Liquidation Notice has been received by the Escrow Agent, in each case together with all stock powers relating thereto.
Sample 1
Distributions Upon Certain Events. In the event of either (i) the liquidation or dissolution of the issuer of any class of Escrow Shares or (ii) the occurrence of any reorganization, merger, consolidation or other transaction in which the holders of shares of GWW Common Stock immediately prior to such event, in their capacity as such holders, receive less than 50% of the combined voting power of the surviving or resulting entity, in each such case the Escrow Agent shall release and distribute all of the shares of such class of Escrow Shares or GWW Common Stock, as the case may be, held in the Escrow Fund to (i) MCC, if an Escrow Liquidation Notice has not been received by the Escrow Agent, or (ii) the MCC Shareholders in whose names such Escrow Shares are registered, if an Escrow Liquidation Notice has been received by the Escrow Agent, in each case together with all stock powers relating thereto.
Sample 1

Related to Distributions Upon Certain Events

  • Adjustments Upon Certain Events In the event of any change in the outstanding Shares by reason of any Share dividend or split, reorganization, recapitalization, merger, consolidation, amalgamation, spin-off or combination transaction or exchange of Shares or other similar events (collectively, an “Adjustment Event”), the Committee may, in its sole discretion, adjust any Shares or RSUs subject to this Agreement to reflect such Adjustment Event.

  • Termination Upon Certain Events 17 16.2 Procedures....................................................17

  • Certain Events If any event occurs of the type contemplated by the adjustment provisions of this Paragraph 4 but not expressly provided for by such provisions, the Company will give notice of such event as provided in Paragraph 4(g) hereof, and the Company's Board of Directors will make an appropriate adjustment in the Exercise Price and the number of shares of Common Stock acquirable upon exercise of this Warrant so that the rights of the holder shall be neither enhanced nor diminished by such event.

  • Adjustments in Certain Events The number, class, and price of Securities for which this Warrant Certificate may be exercised are subject to adjustment from time to time upon the happening of certain events as follows:

  • Payments Upon Certain Terminations (i) If Executive’s employment is terminated by Employer Without Cause or Executive terminates his employment for Good Reason, Employer shall pay or provide to Executive as severance payments and benefits the following:

  • Distributions Upon Liquidation Proceeds from a Terminating Capital Transaction and any other cash received or reductions in reserves made after commencement of the liquidation of the Partnership shall be distributed to the Partners in accordance with Section 13.2.

  • Mandatory Reduction of Payments in Certain Events Anything in this Agreement to the contrary notwithstanding, in the event it shall be determined that any payment or distribution by the Company to or for the benefit of Executive (whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise) (a “Payment”) would be subject to the excise tax (the “Excise Tax”) imposed by Section 4999 of the Code, then, prior to the making of any Payment to Executive, a calculation shall be made comparing (i) the net benefit to Executive of the Payment after payment of the Excise Tax to (ii) the net benefit to Executive if the Payment had been limited to the extent necessary to avoid being subject to the Excise Tax. If the amount calculated under (i) above is less than the amount calculated under (ii) above, then the Payment shall be limited to the extent necessary to avoid being subject to the Excise Tax (the “Reduced Amount”). In that event, cash payments shall be modified or reduced first and then any other benefits. The determination of whether an Excise Tax would be imposed, the amount of such Excise Tax, and the calculation of the amounts referred to in clauses (i) and (ii) of the foregoing sentence shall be made by an independent accounting firm selected by Company and reasonably acceptable to the Executive, at the Company’s expense (the “Accounting Firm”), and the Accounting Firm shall provide detailed supporting calculations. Any determination by the Accounting Firm shall be binding upon the Company and Executive. As a result of the uncertainty in the application of Section 4999 of the Code at the time of the initial determination by the Accounting Firm hereunder, it is possible that Payments which Executive was entitled to, but did not receive pursuant to this Section 21, could have been made without the imposition of the Excise Tax (“Underpayment”). In such event, the Accounting Firm shall determine the amount of the Underpayment that has occurred and any such Underpayment shall be promptly paid by the Company to or for the benefit of the Executive.

  • Distributions Upon Dissolution Upon the dissolution of the Company, the properties of the Company to be sold shall be liquidated in orderly fashion and the proceeds thereof, and the property to be distributed in kind, shall be distributed as follows:

  • Adjustment for Certain Events The number and kind of securities purchasable upon the exercise of this Warrant and the Warrant Price shall be subject to adjustment from time to time upon the occurrence of certain events, as follows:

  • Notice in Certain Events In case:

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!