Ownership Limit Waiver. A duly executed REIT ownership limit waiver certificate in substantially the form attached hereto as Exhibit G (a “REIT Ownership Limit Waiver”).
Ownership Limit Waiver. Buyer's ownership of up to the Initial Number of Shares shall have been exempted on a continuing basis subject to continuing validity of the representations and warranties of the Buyer in Article 4 hereof (disregarding the qualification in Sections 4.8 and 4.10 relating to Buyer's knowledge and assuming no exceptions are set forth in Schedule 4.10-B) and provided such exemption does not otherwise jeopardize the Company's tax status as a REIT, from the ownership limit provisions of Article IV of the Company Charter and the Board shall have taken such action provided for under Article IV of the Company Charter to grant such exemption to Buyer. For purposes of this paragraph (d), references to Buyer, shall also be deemed to be references to any person who would be an Investor within the meaning of the Stockholders Agreement, provided such person has made the representations and warranties of the Buyer in Article 4 hereof.
Ownership Limit Waiver. The Board of Directors (the “Board”) of STAG Industrial, Inc., a real estate investment trust for United States federal income tax purposes (the “Company”), has the authority to grant an exemption from the Aggregate Stock Ownership Limit and the Common Stock Ownership Limit (each as defined in Section 6.1 of the amended and restated charter of the Company (the “Charter”)) applicable to holders of shares of common stock of the Company, $0.01 par value per share (the “Common Shares”), and/or shares of preferred stock of the Company, $0.01 par value per share (the “Preferred Shares” and together with the Common Shares, the “Shares”), provided that certain conditions are met. Capitalized terms used but not otherwise defined in this Ownership Limit Waiver have the meanings ascribed to such terms in the Charter.
Ownership Limit Waiver. 6.5(b) 2000 10-Qs.............................................................4.8 1999 10-K..............................................................4.2 2000 Proxy Statement...................................................4.8
Ownership Limit Waiver. (a) LG Excepted Holder Limit. The application of the Ownership Limit pursuant to Section 7.2.1(a)(i) of the Charter is hereby waived for the sole and limited purpose of permitting Xxxxxxx Xxxxxxxx to actually, Beneficially and Constructively Own up to 21,653,813.45 shares of Common Stock, which shall be proportionately adjusted in the event of any stock split, stock dividend or similar transaction.
(b) With the exception of the waiver set forth in Section 3.3(a), this Agreement does not waive any of the other restrictions or limitations set forth in Article VII of the Charter as they apply to the Common Stock or shares of Capital Stock actually owned, Beneficially Owned or Constructively Owned by Xxxxxxx Xxxxxxxx, and does not apply to any other Person, including any Person that is a Beneficial or Constructive Owner of Common Stock or Shares of Capital Stock actually owned by the LG Investor.
Ownership Limit Waiver. The Parties will work in good faith to grant to Newcrest a customary ownership limit waiver as contemplated by, and in accordance with, the Summit REIT charter, delivered by Summit REIT or its board of directors, in a form and amount reasonably acceptable to Newcrest, subject, however, to receipt by Summit REIT from Newcrest of information reasonably requested with respect to the granting of such waiver and a customary representation letter executed by Newcrest (including, but not limited to, a representation that no “individual,” within the meaning of Section 542(a) of the Code, as modified by Section 856(h)(3) thereof to exclude pension trusts from such definition, will Beneficially Own or Constructively Own (as defined in the Summit REIT charter) more than 9.8% in value or in number of shares, whichever is more restrictive, of any class or series of stock of Summit REIT as a result of ownership by Newcrestimage).
Ownership Limit Waiver. The Seller acknowledges that any waiver of the ownership limit (as defined in the Buyer's charter) previously given to the Seller or its affiliates is of no further force and effect.
Ownership Limit Waiver. On or prior to the Initial Closing, the Company Board of Directors shall adopt a resolution that, pursuant to Section 12.11 of the Company’s Certificate, the Purchaser and its subsidiaries are exempt from the ownership limit set forth in Article XII of the Company Charter (the “Ownership Limit”) and shall collectively be deemed the Exempted Holder (as defined in the Company Charter) with respect to forty (49%) of the outstanding Common Stock (the “Excepted Limit”).
Ownership Limit Waiver. The resolution implementing the Excepted Limit for the Purchaser and its subsidiaries pursuant to Section 3.7 shall have been adopted by the Company Board of Directors and shall remain in full force and effect.
Ownership Limit Waiver. 42 9. REPRESENTATIONS AND WARRANTIES, COVENANTS, ETC. OF THE PURCHASER . . . . . . 42 9.1 PURCHASE FOR INVESTMENT; SOURCE OF FUNDS . . . . . . . . . . . . . . . 42 9.2 VALIDITY AND BINDING EFFECT. . . . . . . . . . . . . . . . . . . . . . 42 9.3 CORPORATE AND GOVERNMENTAL AUTHORIZATION; NO CONTRAVENTION . . . . . .
