Insufficient Surplus. If at the time the Company is required to make any payment for any Shares to be purchased by it under this Agreement and the Company’s surplus is legally insufficient for that purpose, the entire available surplus of the Company shall be applied to the payment, and the Company and the Shareholders shall promptly take all action which may be permitted by law to increase the capital of the Company or revalue its assets so as to increase its surplus to the extent necessary to permit the payment to be made in full; provided, however, no Shareholder shall be required to make any capital contribution due to the provisions of this Section 10.1 (unless otherwise required by the Board).
Insufficient Surplus. If the Company shall not have sufficient surplus to permit it lawfully to purchase the Membership Interest under paragraph 14.01, 14.02 or 14.03 of this Agreement at the time of the closing, the other Members may take such action to vote their respective Membership Interests to reduce the capital of the Company or to take such other steps as may be appropriate or necessary in order to enable the Company lawfully to purchase such Membership Interest.
Insufficient Surplus. In connection with the purchase of any Shares by Exsorbet pursuant to this Agreement, if the surplus of Exsorbet shall prove to be insufficient under then existing laws to allow Exsorbet to purchase all the Shares which APS then elects to sell to Exsorbet, Exsorbet shall, within sixty (60) days of receipt of APS's written notice of intent to exercise their option to sell Shares hereunder, take such action, execute such instruments, and otherwise do whatever may be necessary to increase its surplus to an amount sufficient to authorize the purchase of such Shares, including but not limited to, one or more of the following:
Insufficient Surplus. If, at the time of closing, the surplus of the Corporation is less than the total purchase price, then the Corporation and the Shareholder shall take such action which, in the opinion of counsel for the Corporation, will be legally permissible to enable the Corporation to increase its surplus, either by reducing its capital stock or by a reappraisal of its assets, or otherwise, to an amount equal to the total purchase price. Notwithstanding the foregoing, the Corporation shall not be required to take any action which, in the opinion of counsel for the Corporation and its Board of Directors, would cause the capital of an affiliate to become "impaired" as previously defined or adversely impact an affiliate's ability to operate safely and efficiently. Any action taken by the Corporation to increase its surplus pursuant to this Article 7 shall be subject to the prior written approval of the New Jersey Department of Insurance.
Insufficient Surplus. If at any time when the Company elects to exercise an option to purchase any of the shares of Securities hereunder, or shall be obligated to purchase or pay for any of the shares of Securities hereunder, it shall have insufficient surplus to permit it under applicable law to purchase such shares, the Shareholders agree that it shall forthwith take appropriate steps to effect a sufficient reduction of the stated capital of the Company to enable such purchase to be made. In no event shall this provision be deemed to impose on the Shareholders the obligation, directly or indirectly, to invest any additional amounts of the Company (whether by contribution to capital, purchase of additional shares or otherwise).
Insufficient Surplus a) In the event Major Chemical is the purchaser and the surplus of Major Chemical is insufficient to permit Major Chemical to redeem the Shares as provided in this Agreement, then the parties to this Agreement agree to perform such acts, execute such instruments and vote their Shares as necessary to increase such surplus to an amount that is sufficient.
Insufficient Surplus. If at the time Xxxxxxx is required to make payment of the redemption or purchase price of the Stock, its surplus is insufficient for such purpose, then:
Insufficient Surplus. 10. If at any time the surplus of the Corporation be legally insufficient under the laws of the State of New York to enable the Corporation to make any payments hereunder with respect to the shares which it is obligated to purchase, then the shareholders hereto agree that they or their personal representative or representatives shall reduce the capital of the Corporation-in order to create a sufficient surplus to enable said payments to be made. Anything to the contrary notwithstanding, in lieu of effecting a reduction in capital of the Corporation any of the shareholders may elect to contribute to the Corporation a sufficient amount of cash to enable the Corporation to make such payments.
Insufficient Surplus. If, at the time the Company is required to pay the purchase price for the Shares of a Shareholder pursuant to this Agreement, the Company's surplus is insufficient for such purposes, then
Insufficient Surplus. SHAREHOLDERS AGREEMENT -- PAGE 9 -------------------------------- If, at the time that the Corporation is required to purchase a Shareholder's shares, the Corporation's surplus is insufficient for such purpose, then the entire available surplus shall be used to purchase the shares, and the Corporation and the Shareholders shall promptly act to reduce the stated capital or otherwise increase the surplus of the Corporation to the extent necessary for the purchase, including, if possible, the revaluation of corporate assets to reflect the market value of such assets on the books of the Corporation.
