Common use of Dividends; Changes in Capital Stock Clause in Contracts

Dividends; Changes in Capital Stock. Declare or pay any ----------------------------------- dividends on or make any other distributions (whether in cash, stock or property) in respect of any of its capital stock, or split, combine or reclassify any of its capital stock or issue (except a stock split, combination or reclassification for which the Exchange Ratio would be adjusted as provided in Section 1.6(d)) or authorize the issuance of any other securities in respect of, in lieu of or in substitution for shares of its capital stock, or repurchase or otherwise acquire, directly or indirectly, any shares of its capital stock except from former employees, directors and consultants to the extent required in accordance with agreements providing for the repurchase of shares in connection with any termination of service to it;

Appears in 2 contracts

Samples: Merger Agreement (Exodus Communications Inc), Merger Agreement (Global Crossing LTD)

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Dividends; Changes in Capital Stock. Declare Except as contemplated by this Agreement, declare or pay any ----------------------------------- dividends on or make any other distributions (whether in cash, stock or property) in respect of any of its capital stockstock (except for dividends by a Subsidiary of the Company to the Company or another Subsidiary of the Company), or split, combine or reclassify any of its capital stock or issue (except a stock split, combination or reclassification for which the Exchange Ratio would be adjusted as provided in Section 1.6(d)) or authorize the issuance of any other securities in respect of, in lieu of or in substitution for shares of its capital stock, or purchase, repurchase or otherwise acquire, directly or indirectly, any shares of its capital stock except from former employees, directors (or equivalent positions) and consultants to the extent required in accordance with agreements providing for the repurchase of shares in connection with any termination of service to itit or its Subsidiaries;

Appears in 2 contracts

Samples: Merger Agreement (Versata Inc), Merger Agreement (Trilogy, Inc.)

Dividends; Changes in Capital Stock. Declare or pay any ----------------------------------- dividends on or make any other distributions (whether in cash, stock or property) in respect of any of its capital stock, ; or split, combine or reclassify any of its capital stock or issue (except a stock split, combination or reclassification for which the Exchange Ratio would be adjusted as provided in Section 1.6(d)) or authorize the issuance of any other securities in respect of, in lieu of or in substitution for shares of its capital stockstock (other than upon exercise, conversion or exchange of any Company Options, Company Preferred Stock and Company Convertible Securities outstanding as of the date hereof), or repurchase or otherwise acquire, directly or indirectly, any shares of its capital stock except from former employees, directors and consultants to the extent required in accordance with agreements providing for the repurchase of shares in connection with any termination of service to it;

Appears in 1 contract

Samples: Merger Agreement (Micrel Inc)

Dividends; Changes in Capital Stock. Declare or pay any ----------------------------------- dividends on or make any other distributions (whether in cash, stock or property) in respect of any of its capital stock, or (except in the case of Innofone’s recapitalization of its shares as set forth in Section 5.12(a) hereof) split, combine or reclassify any of its capital stock or issue (except a stock split, combination or reclassification for which the Exchange Ratio would be adjusted as provided in Section 1.6(d)) or authorize the issuance of any other securities in respect of, in lieu of or in substitution for shares of its capital stock, or repurchase or otherwise acquire, directly or indirectly, any shares of its capital stock except from former employees, directors and consultants to the extent required in accordance with agreements providing for the repurchase of shares in connection with any termination of service to itit or its subsidiaries;

Appears in 1 contract

Samples: Merger Agreement (Innofone Com Inc)

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Dividends; Changes in Capital Stock. Declare or pay any ----------------------------------- dividends on or make any other distributions (whether in cash, stock or property) in respect of any of its capital stock, other than dividends or distributions by a wholly-owned subsidiary to its parent, or split, combine or reclassify any of its capital stock or issue (except a stock split, combination or reclassification for which the Exchange Ratio would be adjusted as provided in Section 1.6(d)) or authorize the issuance of any other securities in respect of, in lieu of or in substitution for shares of its capital stock, or repurchase or otherwise acquire, directly or indirectly, including pursuant to the exercise of rights of first refusal, any shares of its capital stock stock, except from former employees, directors and consultants to the extent required in accordance with agreements providing for the repurchase of shares upon certain events at no more than the original purchase price thereof or, in connection with any termination the case of service to itshares issued as compensation, at a nominal price;

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ask Jeeves Inc)

Dividends; Changes in Capital Stock. Declare or pay any ----------------------------------- dividends on or make any other distributions (whether in cash, stock or property) in respect of any of its capital stock, or (except in the case of Juma’s recapitalization of its shares as set forth in Section 5.12(a) hereof) split, combine or reclassify any of its capital stock or issue (except a stock split, combination or reclassification for which the Exchange Ratio would be adjusted as provided in Section 1.6(d)) or authorize the issuance of any other securities in respect of, in lieu of or in substitution for shares of its capital stock, or repurchase or otherwise acquire, directly or indirectly, any shares of its capital stock except from former employees, directors and consultants to the extent required in accordance with agreements providing for the repurchase of shares in connection with any termination of service to itit or its subsidiaries;

Appears in 1 contract

Samples: Merger Agreement (Juma Technology Corp.)

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