No Dividends or Other Distributions Sample Clauses

No Dividends or Other Distributions. No dividends or other distributions with respect to CVCY Common Stock shall be paid to the holder of any unsurrendered Certificate with respect to the shares of CVCY Common Stock represented thereby, in each case unless and until the surrender of such Certificate in accordance with this Section 2.4. Subject to the effect of applicable abandoned property, escheat or similar laws, following surrender of any such Certificate in accordance with this Section 2.4, the record holder thereof shall be entitled to receive, without interest, (i) the amount of dividends or other distributions with a record date after the Effective Time theretofore payable with respect to the whole shares of CVCY Common Stock represented by such Certificate and paid prior to such surrender date, and/or (ii) at the appropriate payment date, the amount of dividends or other distributions payable with respect to shares of CVCY Common Stock represented by such Certificate with a record date after the Effective Time (but before such surrender date) and with a payment date subsequent to the issuance of the CVCY Common Stock issuable with respect to such Certificate. (f)
Sample 1See All (4)
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No Dividends or Other Distributions. There has been no declaration or payment by the Company of any dividend, nor any distribution by the Company of any assets of any kind, to any of its stockholders with respect to any of the Company's securities, except as disclosed in the SEC Filings.
Sample 1Sample 2
No Dividends or Other Distributions. Borrower will not retire, repurchase or redeem any of Borrower’s capital stock or other ownership interest in Borrower, nor declare or pay any dividend in cash or other property (other than additional shares of capital stock or additional ownership interests) to any owner or holder of Borrower’s shares or other ownership interest; provided, however, that Borrower may pay dividends from time to time so long as, in connection with each such payment: (i) no payment Default (including any situation in which the outstanding loans hereunder exceed the Borrowing Base) exists or would otherwise be caused by such payment, (ii) no Default with respect to any financial covenant set forth in this Agreement exists or would otherwise be caused by such payment; (iii) no other Default exists which has had or which could reasonably be expected to have a material adverse effect on Borrower (including its financial condition or prospects), the Collateral or on Lender’s rights to enforce its rights and remedies under this Agreement and the other Loan Documents; (iv) Borrower would be in pro forma compliance with the financial covenants set forth herein after giving effect to such payment, assuming that such payment was made on the last day of Borrower’s fiscal month most recently ended; and (v) at least five Business Days prior to any such payment, Borrower shall have delivered a written notice to Lender describing the proposed payment and demonstrating in reasonable detail that such payment is permitted hereunder.
Sample 1
No Dividends or Other Distributions. Following the Effective Time no dividends or other distributions with respect to Parent Common Stock with a record date after the Effective Time shall be paid to the holder of any unsurrendered Company Stock Certificate or Book-Entry Share with respect to the shares of Parent Common Stock that the holder thereof has the right to receive upon the surrender thereof until the holder thereof shall surrender such Company Stock Certificate or Book-Entry Share in accordance with this Section 1.4. Promptly following the surrender of a Company Stock Certificate or Book-Entry Share in accordance with this Section 1.4, there shall be paid to the record holder thereof, without interest, the amount of any dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock. For clarity, no Company Securityholder shall be deemed to have a right to the Equity Milestone Payment until the Milestone is achieved.
Sample 1
No Dividends or Other Distributions. Prior to the Closing, Pacific Financial may distribute, in accordance with Washington State corporate law, its after-tax earnings to its stockholders for the period beginning January 1, 1997 and continuing through the date of the execution of this Agreement, which such earnings total approximately $220,000. In addition, prior to Closing, Pacific Financial may repay a certain unsecured loan made to Pacific Financial by Mr. Maurice, the amount of which repayment shall not exceed $44,000. Other than the foregoing, Sellers agree that Pacific Financial shall not accrue, make or pay any dividend or other distribution, whether in cash or kind, to any stockholder or other person or purchase or redeem any shares of its capital stock; provided, however, the foregoing shall not limit the rights of, or otherwise prohibit, Pacific Financial from paying salaries, wages, expense reimbursements and other similar payments in the ordinary course of business to any employee or from distributing to the Sellers those amounts necessary to pay the Sellers' federal income tax attributable to the earnings of Pacific Financial for the time period prior to the Closing.
Sample 1

Related to No Dividends or Other Distributions

  • Cash Dividends or Distributions If any cash dividend or distribution is made to all or substantially all holders of Common Stock, then the Conversion Rate will be increased based on the following formula: where: CR0 = the Conversion Rate in effect immediately before the Open of Business on the Ex-Dividend Date for such dividend or distribution; CR1 = the Conversion Rate in effect immediately after the Open of Business on such Ex-Dividend Date; SP = the Last Reported Sale Price per share of Common Stock on the Trading Day immediately before such Ex-Dividend Date; and D = the cash amount distributed per share of Common Stock in such dividend or distribution; provided, however, that if D is equal to or greater than SP, then, in lieu of the foregoing adjustment to the Conversion Rate, each Holder will receive, for each $1,000 principal amount of Notes held by such Holder on the record date for such dividend or distribution, at the same time and on the same terms as holders of Common Stock, and without having to convert its Notes, the amount of cash that such Holder would have received if such Holder had owned, on such record date, a number of shares of Common Stock equal to the Conversion Rate in effect on such record date. To the extent such dividend or distribution is declared but not made or paid, the Conversion Rate will be readjusted to the Conversion Rate that would then be in effect had the adjustment been made on the basis of only the dividend or distribution, if any, actually made or paid.

  • PAYMENT OF DIVIDENDS OR DISTRIBUTIONS 1. Whenever the Fund shall determine to pay a dividend or distribution on Shares it shall furnish to Custodian Instructions or a Certificate setting forth with respect to the Series specified therein the date of the declaration of such dividend or distribution, the total amount payable, and the payment date.

  • Adjustment for Other Dividends and Distributions If the Maker shall at any time or from time to time after the Closing Date (but whether before or after the Issuance Date) make or issue or set a record date for the determination of holders of Common Stock entitled to receive a dividend or other distribution payable in other than shares of Common Stock, then, and in each event, an appropriate revision to the applicable Conversion Price shall be made and provision shall be made (by adjustments of the Conversion Price or otherwise) so that the Holder of this Note shall receive upon conversions thereof, in addition to the number of shares of Common Stock receivable thereon, the number of securities of the Maker or other issuer (as applicable) or other property that it would have received had this Note been converted into Common Stock in full (without regard to any conversion limitations herein) on the date of such event and had thereafter, during the period from the date of such event to and including the Conversion Date, retained such securities (together with any distributions payable thereon during such period) or assets, giving application to all adjustments called for during such period under this Section 3.4(a)(iii) with respect to the rights of the holders of this Note; provided, however, that if such record date shall have been fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Conversion Price shall be adjusted pursuant to this paragraph as of the time of actual payment of such dividends or distributions.

  • DIVIDENDS, DISTRIBUTIONS Declare or pay any dividend or distribution either in cash, stock or any other property on Borrower's stock now or hereafter outstanding, nor redeem, retire, repurchase or otherwise acquire any shares of any class of Borrower's stock now or hereafter outstanding.

  • Dividends 1. Dividends paid by a company which is a resident of a Contracting State to a resident of the other Contracting State may be taxed in that other State.

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