Common use of Dividends; Changes in Stock Clause in Contracts

Dividends; Changes in Stock. The Company shall not, and shall not permit any of its Subsidiaries to, (i) declare or pay any dividends on or make other distributions in respect of any of its capital stock, except dividends by a direct or indirect Wholly Owned Subsidiary of the Company to its parent entity, (ii) split, combine or reclassify any of its capital stock or issue or authorize or propose the issuance of any other securities in respect of, in lieu of or in substitution for shares of its capital stock or (iii) repurchase, redeem or otherwise acquire any shares of capital stock of the Company or its Subsidiaries or any other securities thereof or any rights, warrants or options to acquire any such shares or other securities.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Delta Beverage Group Inc), Agreement and Plan of Merger (Whitman Corp/New/)

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Dividends; Changes in Stock. The Company Buyer shall not, and shall not permit any of its Subsidiaries subsidiaries to, (i) declare or pay any dividends on or make other distributions in respect of any of its capital stock, except for dividends by a direct or indirect Wholly Owned Subsidiary wholly owned subsidiary of the Company Buyer to its parent entityparent, (ii) split, combine or reclassify any of its capital stock or issue or authorize or propose the issuance of any other securities in respect of, in lieu of or in substitution for shares of its capital stock stock, or (iii) repurchase, redeem or otherwise acquire any shares of capital stock of the Company Buyer or its Subsidiaries subsidiaries or any other securities thereof or any rights, warrants or options to acquire any such shares or other securitiesthereof.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Sound Advice Inc), Agreement and Plan of Merger (Tweeter Home Entertainment Group Inc)

Dividends; Changes in Stock. The Company shall not, and shall not permit any of its Subsidiaries subsidiaries to, (i) declare or pay any dividends on or make other distributions in respect of any of its capital stock, except for dividends by a direct or indirect Wholly Owned Subsidiary wholly owned subsidiary of the Company to its parent entityparent, (ii) split, combine or reclassify any of its capital stock or issue or authorize or propose the issuance of any other securities in respect of, in lieu of or in substitution for shares of its capital stock stock, or (iii) repurchase, redeem or otherwise acquire any shares of capital stock of the Company or its Subsidiaries subsidiaries or any other securities thereof or any rights, warrants or options to acquire any such shares or other securitiesthereof.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tweeter Home Entertainment Group Inc), Agreement and Plan of Merger (Sound Advice Inc)

Dividends; Changes in Stock. The Company shall not, and shall not permit any of its Subsidiaries subsidiaries to, (i) declare or pay any dividends on or make other distributions in respect of any of its capital stock, except for dividends by a direct or indirect Wholly Owned Subsidiary wholly owned subsidiary of the Company to its parent entityparent, (ii) split, combine or reclassify any of its capital stock or issue or authorize or propose the issuance of any other securities in respect of, in lieu of or in substitution for shares of its capital stock or (iii) repurchase, redeem or otherwise acquire any shares of capital stock of the Company or its Subsidiaries subsidiaries or any other securities thereof or any rights, warrants or options to acquire any such shares or other securities.any

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Peak Technologies Group Inc), Kirkwood Acquisition Corp

Dividends; Changes in Stock. The Company shall not, and shall not permit any of its the Subsidiaries to, (i) declare or pay any dividends on or make other distributions in respect of any of its capital stock, except for dividends by a direct or indirect Wholly Owned Subsidiary wholly owned subsidiary of the Company to its parent entityparent, (ii) split, combine or reclassify any of its capital stock or issue or authorize or propose the issuance of any other securities in respect of, in lieu of or in substitution for shares of its capital stock stock, or (iii) repurchase, redeem or otherwise acquire any shares of capital stock of the Company or its the Subsidiaries or any other securities thereof or any rights, warrants or options to acquire any such shares or other securitiesthereof.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Rgi Holdings Inc), Agreement and Plan of Merger (Legend Properties Inc)

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Dividends; Changes in Stock. The Company shall not, and shall not permit any of its Subsidiaries subsidiaries to, (i) declare or pay any dividends on or make other distributions in respect of any of its capital stock, except for dividends by a direct or indirect Wholly Owned Subsidiary wholly owned subsidiary of the Company to its parent entityparent, (ii) split, combine or reclassify any of its capital stock or issue or authorize or propose the issuance of any other securities in respect of, in lieu of or in substitution for shares of its capital stock or (iii) repurchase, redeem or otherwise acquire any shares of capital stock of the Company or its Subsidiaries subsidiaries or any other securities thereof or any rights, warrants or options to acquire any such shares or other securitiesthereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tyco International LTD)

Dividends; Changes in Stock. The Company shall not, and shall not permit any of its Subsidiaries subsidiaries to, (i) declare or pay any dividends on or make other distributions in respect of any of its capital stock, except dividends by a direct or indirect Wholly Owned Subsidiary wholly owned subsidiary of the Company to its parent entityparent, (ii) split, combine or reclassify any of its capital stock or issue or authorize or propose the issuance of any other securities in respect of, in lieu of or in substitution for shares of its capital stock or (iii) repurchase, redeem or otherwise acquire any shares of capital stock of the Company or its Subsidiaries subsidiaries or any other securities thereof or any rights, warrants or options to acquire any such shares or other securities.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Colorado Gaming & Entertainment Co)

Dividends; Changes in Stock. The Company ---------------------------- shall not, and shall not permit any of its Subsidiaries subsidiaries to, (i) declare or pay any dividends on or make other distributions in respect of any of its capital stock, except for dividends by a direct or indirect Wholly Owned Subsidiary wholly owned subsidiary of the Company to its parent entityparent, (ii) split, combine or reclassify any of its capital stock or issue or authorize or propose the issuance of any other securities in respect of, in lieu of or in substitution for shares of its capital stock or (iii) repurchase, redeem or otherwise acquire any shares of capital stock of the Company or its Subsidiaries subsidiaries or any other securities thereof or any rights, warrants or options except pursuant to acquire any such shares or other securitiescontracts existing on the date of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (International Business Machines Corp)

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