Common use of Dividends; Changes in Stock Clause in Contracts

Dividends; Changes in Stock. Except as contemplated in respect of the Distribution, neither Xxxxxx nor Spinco shall, nor shall either of them permit any of its respective Subsidiaries to, nor shall they or any of their Subsidiaries propose to, (i) declare, set aside or pay any dividends on or make other distributions in respect of any shares of the capital stock or other equity interests of Spinco or the Spinco Retained Subsidiaries (whether in cash, securities or property or any combination thereof), except for the declaration and payment of cash dividends or distributions paid on or with respect to a class of capital stock or partnership interests all of which shares of capital stock or other equity interests (with the exception of directors’ qualifying equity interests and other similarly nominal holdings required by law to be held by Persons other than Spinco or its wholly-owned Subsidiaries), as the case may be, of the applicable corporation or partnership are owned directly or indirectly by Spinco; (ii) split, combine or reclassify any of the equity interests or capital stock of Spinco or the Spinco Retained Subsidiaries or issue or authorize or propose the issuance of any other securities in respect of, in lieu of, or in substitution for, shares of the capital stock or other equity interests of Spinco or the Spinco Retained Subsidiaries; or (iii) amend the terms or change the period of exercisability of, purchase, repurchase, redeem or otherwise acquire, or permit Spinco or any of the Spinco Retained Subsidiaries to amend the terms or change the period of exercisability of, purchase, repurchase, redeem or otherwise acquire, any of its securities or any securities of any of the Spinco Retained Subsidiaries, including Spinco Interests, or any option, warrant or right, directly or indirectly, to acquire any such securities or propose to do any of the foregoing.

Dividends; Changes in Stock. Except as contemplated in respect of the Distribution, neither Xxxxxx nor Spinco shallUWWH shall not, nor shall either of them it permit any of its respective Subsidiaries to, nor shall they it or any of their its Subsidiaries propose toto (in each case whether by merger, consolidation, exchange or otherwise): (i) declare, set aside or pay any dividends on or make other distributions in respect of any shares of the capital stock or other partnership or equity interests of Spinco UWWH or the Spinco Retained any of its Subsidiaries (whether in cash, securities or securities, property or any combination thereof), except for the declaration and payment of cash dividends or distributions paid on or with respect to a class of capital stock or partnership interests or equity interests, all of which shares of capital stock or other partnership or equity interests (with the exception of directors’ qualifying equity interests shares and other similarly nominal holdings required by law Law to be held by Persons other than Spinco UWWH or its wholly-owned Subsidiaries), as the case may beapplicable, of the applicable corporation corporation, partnership or partnership other entity are owned directly or indirectly by Spinco; UWWH; (ii) split, combine or reclassify any of the equity interests or capital stock of Spinco UWWH or the Spinco Retained any of its Subsidiaries or issue or authorize or propose the issuance of any other securities in respect of, in lieu of, or in substitution for, shares of the capital stock of UWWH or other equity interests any of Spinco or the Spinco Retained its Subsidiaries; or or (iii) amend the terms or change the period of exercisability of, purchase, repurchase, redeem or otherwise acquire, or permit Spinco UWWH or any of the Spinco Retained its Subsidiaries to amend the terms or change the period of exercisability of, purchase, repurchase, redeem or otherwise acquire, any of its securities or any securities of any of the Spinco Retained its Subsidiaries, including Spinco Interestsshares of UWWH Common Stock, or any option, warrant or right, directly or indirectly, to acquire any such securities or propose to do any of the foregoing.

Dividends; Changes in Stock. Except as contemplated in respect of the Distribution, neither Xxxxxx Neither Heinz nor Spinco shall, nor shall either of them permit any of its respective Subsidiaries to, nor shall they it or any of their its Subsidiaries propose to, (i) declare, set aside or pay any dividends on or make other distributions in respect of any shares of the capital stock or other equity partnership interests of Spinco or the Spinco Retained its Subsidiaries (whether in cash, securities or property or any combination thereof), except for the declaration and payment of cash dividends or distributions paid on or with respect to a class of capital stock or partnership interests all of which shares of capital stock or other equity partnership interests (with the exception of directors’ ' qualifying equity interests shares and other similarly nominal holdings required by law to be held by Persons other than Spinco or its wholly-owned Subsidiaries), as the case may be, of the applicable corporation or partnership are owned directly or indirectly by Spinco; (ii) split, combine or reclassify any of the equity interests or capital stock of Spinco or the Spinco Retained its Subsidiaries or issue or authorize or propose the issuance of any other securities in respect of, in lieu of, or in substitution for, shares of the capital stock or other equity interests of Spinco or the Spinco Retained its Subsidiaries; or (iii) amend the terms or change the period of exercisability of, purchase, repurchase, redeem or otherwise acquire, or permit Spinco or any of the Spinco Retained its Subsidiaries to amend the terms or change the period of exercisability of, purchase, repurchase, redeem or otherwise acquire, any of its securities or any securities of any of the Spinco Retained its Subsidiaries, including shares of Spinco InterestsCommon Stock, or any option, warrant or right, directly or indirectly, to acquire any such securities or propose to do any of the foregoing.

Dividends; Changes in Stock. Except as contemplated in respect of the Distribution, neither Xxxxxx nor Spinco shallshall not, nor shall either of them TWDC or Spinco permit any of its respective the Spinco Subsidiaries to, nor shall they or any of their Subsidiaries the Spinco Entities propose to, : (i) declare, set aside or pay any dividends on or make other distributions in respect of any shares of the capital stock or other equity partnership interests of Spinco or any of the Spinco Retained Subsidiaries Entities (whether in cash, securities or securities, property or any combination thereof), except for the declaration and payment of cash dividends or distributions paid on or with respect to a class of capital stock or partnership interests interests, all of which shares of capital stock or other equity partnership interests (with the exception of directors’ ' qualifying equity interests shares and other similarly nominal holdings required by law Law to be held by Persons other than Spinco or its the wholly-owned Spinco Subsidiaries), as the case may beapplicable, of the applicable corporation or partnership are owned directly or indirectly by Spinco; TWDC; (ii) split, combine or reclassify any of the equity interests or capital stock of Spinco or any of the Spinco Retained Subsidiaries Entities or issue or authorize or propose the issuance of any other securities in respect of, in lieu of, or in substitution for, shares of the capital stock or other equity interests of Spinco or any of the Spinco Retained SubsidiariesEntities; or or (iii) amend the terms or change the period of exercisability of, purchase, repurchase, redeem or otherwise acquire, or permit Spinco or any of the Spinco Retained Subsidiaries Entities to amend the terms or change the period of exercisability of, purchase, repurchase, redeem or otherwise acquire, any of its Spinco's securities or any securities of any of the Spinco Retained Subsidiaries, including shares of Spinco InterestsCommon Stock, or any option, warrant or right, directly or indirectly, to acquire any such securities or propose to do any of the foregoing.

Dividends; Changes in Stock. Except as contemplated in respect of the Distribution, neither Xxxxxx nor Spinco shallCompany shall not, nor shall either of them it permit any of its respective Subsidiaries to, nor shall they it or any of their its Subsidiaries propose to, : (i) other than with respect to the Special Dividend and regular cash dividends in respect of Company Common Stock in an amount not to exceed $0.18 per quarter per share, declare, set aside or pay any dividends on or make other distributions in respect of any shares of the capital stock or other equity partnership interests of Spinco Company or the Spinco Retained any of its Subsidiaries (whether in cash, securities or securities, property or any combination thereof), except for the declaration and payment of cash dividends or distributions paid on or with respect to a class of capital stock or partnership interests all of which shares of capital stock or other equity partnership interests (with the exception of directors’ qualifying equity interests shares and other similarly nominal holdings required by law Law to be held by Persons other than Spinco Company or its wholly-owned Subsidiaries), as the case may beapplicable, of the applicable corporation or partnership are owned directly or indirectly by Spinco; Company; (ii) split, combine or reclassify any of the equity interests or capital stock of Spinco Company or the Spinco Retained any of its Subsidiaries or issue or authorize or propose the issuance of any other securities in respect of, in lieu of, or in substitution for, shares of the capital stock of Company or other equity interests any of Spinco or the Spinco Retained its Subsidiaries; or or (iii) other than repurchases of Company Common Stock in accordance with past practice or repurchases of Company Convertible Notes, in each case subject to Section 6.2 of the Company Disclosure Schedule, amend the terms or change the period of exercisability of, purchase, repurchase, redeem or otherwise acquire, or permit Spinco Company or any of the Spinco Retained its Subsidiaries to amend the terms or change the period of exercisability of, purchase, repurchase, redeem or otherwise acquire, any of its securities or any securities of any of the Spinco Retained its Subsidiaries, including Spinco Interestsshares of Company Common Stock, or any option, warrant or right, directly or indirectly, to acquire any such securities or propose to do any of the foregoing.

Dividends; Changes in Stock. Except as contemplated in respect of the Asset Transfer and the Distribution, neither Xxxxxx nor none of Xxxxxx, Spinco nor, prior to the consummation of the Asset Transfer, JWHHC, shall, nor shall either any of them permit any of its respective Subsidiaries to, nor shall they or any of their Subsidiaries propose to, (i) declare, set aside or pay any dividends on or make other distributions in respect of any shares of the capital stock or other equity interests of Spinco or the Spinco Retained Subsidiaries (whether in cash, securities or property or any combination thereof), except for the declaration and payment of cash dividends or distributions paid on or with respect to a class of capital stock or partnership interests all of which shares of capital stock or other equity interests (with the exception of directors’ ' qualifying equity interests and other similarly nominal holdings required by law to be held by Persons other than JWHHC, Spinco or its their wholly-owned Subsidiaries), as the case may be, of the applicable corporation or partnership are owned directly or indirectly by SpincoSpinco (or, prior to the consummation of the Asset Transfer, by JWHHC); (ii) split, combine or reclassify any of the equity interests or capital stock of Spinco or the Spinco Retained Subsidiaries or issue or authorize or propose the issuance of any other securities in respect of, in lieu of, or in substitution for, shares of the capital stock or other equity interests of Spinco or the Spinco Retained Subsidiaries; or (iii) amend the terms or change the period of exercisability of, purchase, repurchase, redeem or otherwise acquire, or permit Spinco or Spinco, any of the Spinco Retained Subsidiaries or, prior to the consummation of the Asset Transfer, JWHHC to amend the terms or change the period of exercisability of, purchase, repurchase, redeem or otherwise acquire, any of its securities or any securities of any of the Spinco Retained Subsidiaries, including Spinco Interests, or any option, warrant or right, directly or indirectly, to acquire any such securities or propose to do any of the foregoing.

Dividends; Changes in Stock. Except as contemplated in respect of the Distribution, neither Xxxxxx nor Spinco shallshall not, nor shall either of them TWDC or Spinco permit any of its respective the Spinco Subsidiaries to, nor shall they or any of their Subsidiaries the Spinco Entities propose to, : (i) declare, set aside or pay any dividends on or make other distributions in respect of any shares of the capital stock or other equity partnership interests of Spinco or any of the Spinco Retained Subsidiaries Entities (whether in cash, securities or securities, property or any combination thereof), except for the declaration and payment of cash dividends or distributions paid on or with respect to a class of capital stock or partnership interests interests, all of which shares of capital stock or other equity partnership interests (with the exception of directors’ qualifying equity interests shares and other similarly nominal holdings required by law Law to be held by Persons other than Spinco or its the wholly-owned Spinco Subsidiaries), as the case may beapplicable, of the applicable corporation or partnership are owned directly or indirectly by Spinco; TWDC; (ii) split, combine or reclassify any of the equity interests or capital stock of Spinco or any of the Spinco Retained Subsidiaries Entities or issue or authorize or propose the issuance of any other securities in respect of, in lieu of, or in substitution for, shares of the capital stock or other equity interests of Spinco or any of the Spinco Retained SubsidiariesEntities; or or (iii) amend the terms or change the period of exercisability of, purchase, repurchase, redeem or otherwise acquire, or permit Spinco or any of the Spinco Retained Subsidiaries Entities to amend the terms or change the period of exercisability of, purchase, repurchase, redeem or otherwise acquire, any of its Spinco’s securities or any securities of any of the Spinco Retained Subsidiaries, including shares of Spinco InterestsCommon Stock, or any option, warrant or right, directly or indirectly, to acquire any such securities or propose to do any of the foregoing.

Dividends; Changes in Stock. Except as contemplated in respect of the Distribution, neither Xxxxxx nor Spinco shallCompany shall not, nor shall either of them it permit any of its respective Subsidiaries to, nor shall they it or any of their its Subsidiaries propose to, : (i) other than with respect to the Special Dividend and regular cash dividends in respect of Company Common Stock in an amount not to exceed $0.18 per quarter per share, declare, set aside or pay any dividends on or make other distributions in respect of any shares of the capital stock or other equity partnership interests of Spinco Company or the Spinco Retained any of its Subsidiaries (whether in cash, securities or securities, property or any combination thereof), except for the declaration and payment of cash dividends or distributions paid on or with respect to a class of capital stock or partnership interests all of which shares of capital stock or other equity partnership interests (with the exception of directors’ ' qualifying equity interests shares and other similarly nominal holdings required by law Law to be held by Persons other than Spinco Company or its wholly-owned Subsidiaries), as the case may beapplicable, of the applicable corporation or partnership are owned directly or indirectly by Spinco; Company; (ii) split, combine or reclassify any of the equity interests or capital stock of Spinco Company or the Spinco Retained any of its Subsidiaries or issue or authorize or propose the issuance of any other securities in respect of, in lieu of, or in substitution for, shares of the capital stock of Company or other equity interests any of Spinco or the Spinco Retained its Subsidiaries; or or (iii) other than repurchases of Company Common Stock in accordance with past practice or repurchases of Company Convertible Notes, in each case subject to Section 6.2 of the Company Disclosure Schedule, amend the terms or change the period of exercisability of, purchase, repurchase, redeem or otherwise acquire, or permit Spinco Company or any of the Spinco Retained its Subsidiaries to amend the terms or change the period of exercisability of, purchase, repurchase, redeem or otherwise acquire, any of its securities or any securities of any of the Spinco Retained its Subsidiaries, including Spinco Interestsshares of Company Common Stock, or any option, warrant or right, directly or indirectly, to acquire any such securities or propose to do any of the foregoing.