Internal Transactions Sample Clauses

Internal Transactions. The LogMeIn Parties shall (and shall cause their respective Affiliates to) reasonably cooperate with Citrix and take any and all commercially reasonable actions requested by Citrix to minimize any Taxes otherwise payable by the Citrix Group in connection with the Internal Transactions.
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs
Internal Transactions. Each of FRP and Patriot shall take, and shall cause each of its respective Subsidiaries to take, all actions necessary to consummate the Internal Transactions prior to the Distribution Time.
Sample 1Sample 2Sample 3
Internal Transactions. The Internal Transactions will take place in the following steps, all of which have occurred or will occur prior to the Distribution in the following order, unless otherwise determined by the Parties:
Sample 1Sample 2
Internal Transactions. 1. A Contracting State may, at the time of ratification, acceptance, approval of, or accession to the Protocol, declare that this Convention shall not apply to a transaction which is an internal transaction in relation to that State with regard to all types of objects or some of them.
Sample 1
Internal Transactions. In addition to the transactions permitted pursuant to Section 6.2(i), subject to the prior written consent of Venture Holdings and the Agent (which consent shall not be unreasonably withheld or delayed), after the date hereof and prior to the Closing Date, each Transferor may: (i) transfer ownership of any Transferred Winget Entity to any other Transferor or any other Transferred Winget Xxxxxy; (ii) transfer assets from any Transferred Winget Entitx xx xny other Transferred Winget Entity (including withoxx xxxitation, through any Retained Entxxx); (iii) retain any Winget Entity which would have been a Transferred Winget Entity provixxx xxat such Winget Entity contribute its assets xx xxx Transferred Assets (wherebx xxxx Winget Entity shall be converted from a Transferred Winget Entity to x Xxxxsferring Winget Entity); (iv) cause the converxxxx xf any Winget Entity (which xxxxx have been a Transferring Winget Entity traxxxxxxing Transferred Assets) into a Transferred Winxxx Xxtity, and distribute to the Transferors all assets of that Wxxxxx Entity except those assets which would have constituted Transfxxxxx Assets; and (v) without limitation by the specific enumeration of the foregoing, otherwise restructure the ownership, assets and liabilities of the Winget Entities. The parties acknowledge that, among other reasons, txx Xxxnt and Venture Holdings may reasonably withhold consent to any transaction referred to in clauses (i) through (v) above if, on the Closing Date, the consummation of any of such transaction would EXECUTION COPY cause Venture Delaware to (x) not acquire, directly or indirectly, all of the Winget Assets, free and clear of Liens except Permitted Liens, or (y) xxxxxe or become subject to any liabilities beyond those which would in the aggregate have constituted Assumed Liabilities or liabilities of the Transferred Winget Entities, in the absence of any such transactions.
Sample 1
Internal Transactions. Each of ABC and LRI shall take, all actions necessary to consummate any Internal Transactions prior to the Distribution Time.
Sample 1
Internal Transactions. All transactions between Licensee's wholesale manufacturing business, if any, and the Stores shall be arm's length transactions recorded on the books and records in the same manner as sales to other parties. Upon request, Licensee shall forward to bebe copies of all documents incidental to such transactions including orders, invoices and packing slips.
Sample 1
AutoNDA by SimpleDocs

Related to Internal Transactions

  • Material Transactions Not enter into any transaction material in nature or amount without the prior written consent of Buyer, except for transactions in the ordinary course of business;

  • Manual Transactions If there are technical problems with Fund/SERV, or if the parties are not able to transmit or receive information through Fund/SERV, any corrections to the fund prices should be communicated by facsimile or by electronic transmission acceptable to Transfer Agent, and will include for each day on which an adjustment has occurred the incorrect Fund price, the correct price, and, to the extent communicated to the applicable Fund’s shareholders, the reason for the adjustment. Funds and Transfer Agent agree that the Insurance Company may send this notification or a derivation thereof (so long as such derivation is approved in advance by Funds or AFD, as applicable) to Contractholders whose accounts are affected by the adjustment.

  • Unusual Transactions All Accounts have been originated by the Grantors and all Inventory has been acquired by the Grantors in the ordinary course of business.

  • Principal Transactions In connection with purchases or sales of securities for the account of a Fund, neither the Adviser nor any of its directors, officers or employees will act as a principal or agent or receive any commission except as permitted by the 1940 Act.

  • Additional Transactions If the Over-Allotment Option is exercised in whole or in part, the Underwriters will contribute additional cash to the Partnership in exchange for up to an additional 3,000,000 Common Units on the basis of the initial public offering price per Common Unit set forth in the Registration Statement less the amount of underwriting discounts and commissions and Structuring Fee, and the Partnership shall use the net proceeds from that exercise to redeem from Field Services the number of Common Units issued upon such exercise.

  • Restructuring Transactions On the Effective Date, the Debtor, Newco, GP, Finance Co and Merger Co shall enter into the Consensual Transaction described in Section 3 of the Implementation Plan attached to the Transaction Support Agreement as Exhibit B. On the later of the Effective Date and the Merger Date, the Debtor and Merger Co will enter into a merger agreement under which the Debtor will merge with Merger Co, and following the merger, the Debtor will be the surviving and successor entity. The actions to implement this Plan and the Implementation Plan may include, in accordance with the consent rights in the Transaction Support Agreement: (a) the execution and delivery of appropriate agreements or other documents of merger, amalgamation, consolidation, restructuring, conversion, disposition, transfer, arrangement, continuance, dissolution, sale, purchase, or liquidation containing terms that are consistent with the terms of the Plan and the Transaction Support Agreement and that satisfy the applicable requirements of applicable law and any other terms to which the applicable Entities may agree; (b) the execution and delivery of appropriate instruments of transfer, assignment, assumption, or delegation of any asset, property, right, liability, debt, or obligation on terms consistent with the terms of the Plan and the Transaction Support Agreement and having other terms for which the applicable parties agree; (c) the filing of appropriate certificates or articles of incorporation, reincorporation, merger, consolidation, conversion, amalgamation, arrangement, continuance, or dissolution pursuant to applicable state or provincial law; (d) the execution and delivery of contracts or agreements, including, without limitation, transition services agreements, employment agreements, or such other agreements as may be deemed reasonably necessary to effectuate the Plan in accordance with the Transaction Support Agreement; and (e) all other actions that the applicable Entities determine to be necessary, including making filings or recordings that may be required by applicable law in connection with the Plan.

  • Initial Transaction As conditions precedent to the initial Transaction, Buyer shall have received on or before the day of such initial Transaction the following, in form and substance satisfactory to Buyer and duly executed by Seller, Guarantor and each other party thereto:

  • Related Transactions 10 4.9 Insurance.............................................................................10 4.10

  • Formation Transactions The Formation Transactions shall have been or shall be consummated substantially concurrently in accordance with the timing set forth in the respective Formation Transaction Documentation.

  • Reorganization Transactions The applicable Exercise Price and the number of Warrant Shares issuable upon exercise of this Warrant are subject to adjustment from time to time upon the occurrence hereafter of certain transactions by the issuer of the Warrant Shares, including dividends of stock or other securities or property, stock splits, reverse stock splits, subdivisions, combinations, recapitalizations, reorganizations, reclassifications, consolidations and any liquidation or dissolution of such issuer (each a "Reorganization"). In the event that the outstanding Common Stock issued by the Corporation is at any time increased or decreased solely by reason of a Reorganization, appropriate adjustments in the number and kind of such securities then subject to this Warrant shall be made effective as of the date of such occurrence so that the interest of the Holder upon exercise will be the same as it would have been had such Holder owned the underlying securities immediately prior to the occurrence of such event. Such adjustment shall be made successively whenever any Reorganization shall occur.

Time is Money Join Law Insider Premium to draft better contracts faster.