Ownership of Common Securities Sample Clauses

Ownership of Common Securities. So long as the Trust Securities of each Trust remain outstanding, the Company hereby covenants (a) to maintain 100% direct or indirect ownership of the common securities issued by such Trust (it being understood that any permitted successor of the Company under this Indenture may succeed to the Company's ownership of such common securities), (b) to use its best efforts to cause each Trust (i) to remain a business trust, except in connection with the distribution of Debentures to the holders of related Trust Securities in liquidation of such Trust, the conversion, exchange or redemption of all of such Trust Securities, or certain mergers, consolidations or amalgamations, each as permitted by the applicable Trust Agreement, and (ii) to otherwise continue to be classified as a grantor trust for United States federal income tax purposes, (c) to use its reasonable best efforts to cause each holder of each Trust's Trust Securities to be treated as owning an undivided beneficial interest in the related Debentures and (d) not to cause, as sponsor of each Trust, or to permit, as holder of the common securities, the dissolution, liquidation or winding-up of any Trust, except as provided in the applicable Trust Agreement.
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Ownership of Common Securities. The Company covenants, as to each series of Securities issued to an ACE Trust in connection with the issuance of Preferred Securities and Common Securities by that ACE Trust, (a) to maintain directly or indirectly 100% ownership of the Common Securities of such ACE Trust; provided, however, that any permitted successor of the Company hereunder may succeed to the Company's ownership of such Common Securities, (b) not to voluntarily dissolve, wind-up or liquidate such ACE Trust, except in connection with (i) a distribution of the Securities of such series to the holders of Preferred Securities and Common Securities in liquidation of such ACE Trust, (ii) the redemption of all of the Preferred Securities and Common Securities of such ACE Trust or (iii) certain mergers, consolidations or amalgamations, each as permitted by the Trust Agreement of such ACE Trust and (c) to use its reasonable efforts, consistent with the terms and provisions of the related Trust Agreement, to cause such ACE Trust to remain classified as a grantor trust and not an association taxable as a corporation for United States federal income tax purposes. 84
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Ownership of Common Securities. The Company covenants, as to each series of Securities issued to a PartnerRe Trust in connection with the issuance of Preferred Securities and Common Securities by that PartnerRe Trust, (a) to maintain directly or indirectly 100% ownership of the Common Securities of such PartnerRe Trust; provided, however, that any permitted successor of the Company hereunder may succeed to the Company's ownership of such Common Securities, (b) not to voluntarily dissolve, wind-up or liquidate such PartnerRe Trust, except in connection with (i) a distribution of the Securities of such series to the holders of Preferred Securities and Common Securities in liquidation of such PartnerRe Trust, (ii) the redemption of all of the Preferred Securities and Common Securities of such PartnerRe Trust or (iii) certain mergers, consolidations or amalgamations, each as permitted by the Trust Agreement of such PartnerRe Trust and (c) to cause such PartnerRe Trust to remain classified as a grantor trust and not an association taxable as a corporation for United States federal income tax purposes.
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Ownership of Common Securities. In the event Debentures are issued to a Trust or a trustee of such Trust in connection with the issuance of Trust Securities by such Trust, for so long as such Trust Securities remain outstanding, the Company: (i) will maintain 100% direct or indirect ownership of the Common Securities of such Trust; provided, however, that any successor of the Company, permitted pursuant to Article X, may succeed to the Company's ownership of such Common Securities; (ii) will use commercially reasonable efforts to cause such Trust (a) to remain a statutory trust, except in connection with a distribution of Debentures to the holders of Trust Securities in liquidation of such Trust, the redemption of all of the Trust Securities of such Trust, or certain mergers, consolidations or amalgamations, each as permitted by the Declaration, and (b) to otherwise continue to be classified as a grantor trust and not an association taxable as a Company for United States federal income tax purposes; (iii) will use commercially reasonable efforts to cause each holder of such Trust's Trust Securities to be treated as owning an undivided beneficial interest in the Debentures; and (iv) will not cause, as sponsor of such Trust, or permit, as holder of the Common Securities, the dissolution, winding-up or liquidation of such Trust, except as provided in the Declaration.
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Ownership of Common Securities. The Company covenants, as to each series of Securities issued to an Assured Guaranty Trust in connection with the issuance of Preferred Securities and Common Securities by that Assured Guaranty Trust, (a) to maintain directly or indirectly 100% ownership of the Common Securities of such Assured Guaranty Trust; provided, however, that any permitted successor of the Company hereunder may succeed to the Company’s ownership of such Common Securities, (b) not to voluntarily dissolve, wind-up or liquidate such Assured Guaranty Trust, except in connection with (i) a distribution of the Securities of such series to the holders of Preferred Securities and Common Securities in liquidation of such Assured Guaranty Trust, (ii) the redemption of all of the Preferred Securities and Common Securities of such Assured Guaranty Trust or (iii) certain mergers, consolidations or amalgamations, each as permitted by the Trust Agreement of such Assured Guaranty Trust and (c) to use its reasonable efforts, consistent with the terms and provisions of the related Trust Agreement, to cause such Assured Guaranty Trust to remain classified as a grantor trust and not an association taxable as a corporation for United States federal income tax purposes.
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Ownership of Common Securities. The Company covenants, as to each series of Securities issued to a QCH Capital Trust in connection with the issuance of Preferred Securities and Common Securities by that QCH Capital Trust, (a) to maintain directly or indirectly 100% ownership of the Common Securities of such QCH Capital Trust; provided, however, that any permitted successor of the Company hereunder may succeed to the Company's ownership of such Common Securities, (b) not to voluntarily dissolve, wind-up or liquidate such QCH Capital Trust, except in connection with (i) a distribution of the Securities of such series to the holders of Preferred Securities and Common Securities in liquidation of such QCH Capital Trust, (ii) the redemption of all of the Preferred Securities and Common Securities of such QCH Capital Trust or (iii) certain mergers, consolidations or amalgamations, each as permitted by the Trust Agreement of such QCH Capital Trust and (c) to use its reasonable efforts, consistent with the terms and provisions of the related Trust Agreement, to cause such QCH Capital Trust to remain classified as a grantor trust and not an association taxable as a corporation for United States federal income tax purposes.
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Ownership of Common Securities. The Issuer covenants, as to each series of Securities issued to a Scottish Holdings Trust in connection with the issuance of Preferred Securities and Common Securities by that Scottish Holdings Trust, (a) to maintain directly or indirectly 100% ownership of the Common Securities of such Scottish Holdings Trust; provided, however, that any permitted successor of the Issuer hereunder may succeed to the Issuer's ownership of such Common Securities, (b) not to voluntarily dissolve, wind-up or liquidate such Scottish Holdings Trust, except in connection with (i) a distribution of the Securities of such series to the holders of Preferred Securities and Common Securities in liquidation of such Scottish Holdings Trust, (ii) the redemption of all of the Preferred Securities and Common Securities of such Scottish Holdings Trust or (iii) certain mergers, consolidations or amalgamations, each as permitted by the Trust Agreement of such Scottish Holdings Trust and (c) to use its reasonable efforts, consistent with the terms and provisions of the related Trust Agreement, to cause such Scottish Holdings Trust to remain classified as a grantor trust and not an association taxable as a corporation for United States federal income tax purposes.
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Ownership of Common Securities. The Company will directly or indirectly maintain 100% ownership of the Common Securities of the Trust (provided, however, that any permitted successor of the Company under the Indenture may succeed to the Company's ownership of such Common Securities).
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Ownership of Common Securities. 19 SECTION 4.08 STATEMENT BY OFFICERS AS TO DEFAULT ...................................................... 20
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Related to Ownership of Common Securities

  • Ownership of Common Securities by Depositor (a) On the Closing Date, the Depositor shall acquire, and thereafter shall retain, beneficial and record ownership of the Common Securities. Neither the Depositor nor any successor Holder of the Common Securities may transfer less than all the Common Securities, and the Depositor or any such successor Holder may transfer the Common Securities only (i) in connection with a consolidation or merger of the Depositor into another Person, or any conveyance, transfer or lease by the Depositor of its properties and assets substantially as an entirety to any Person (in which event such Common Securities will be transferred to such surviving entity, transferee or lessee, as the case may be), pursuant to Section 8.1 of the Indenture or (ii) to the Depositor or an Affiliate of the Depositor, in each such case in compliance with applicable law (including the Securities Act, and applicable state securities and blue sky laws). To the fullest extent permitted by law, any attempted transfer of the Common Securities other than as set forth in the immediately preceding sentence shall be void. The Administrative Trustees shall cause each Common Securities Certificate issued to the Depositor to contain a legend stating substantially “THIS CERTIFICATE IS NOT TRANSFERABLE EXCEPT IN COMPLIANCE WITH APPLICABLE LAW AND SECTION 5.11 OF THE TRUST AGREEMENT.” (b) Any Holder of the Common Securities shall be liable for the debts and obligations of the Trust in the manner and to the extent set forth with respect to the Depositor and agrees that it shall be subject to all liabilities to which the Depositor may be subject and, prior to becoming such a Holder, shall deliver to the Administrative Trustees an instrument of assumption satisfactory to such Trustees.

  • Ownership of Common Stock None of Parent, either Merger Sub or any of their respective Subsidiaries or Affiliates beneficially owns, directly or indirectly (including pursuant to a derivatives contract), any shares of Company Common Stock or other securities convertible into, exchangeable for or exercisable for shares of Company Common Stock or any securities of any Subsidiary of the Company, and none of Parent, either Merger Sub or any of their respective Subsidiaries or Affiliates has any rights to acquire, directly or indirectly, any shares of Company Common Stock, except pursuant to this Agreement. None of Parent, either Merger Sub or any of their “affiliates” or “associates” is, or at any time during the last three years has been, an “interested stockholder” of the Company, in each case as defined in Section 203 of the DGCL.

  • Ownership of Company Shares The Shareholder is the record and/or “beneficial owner” (as defined in Rule 13d-3 under the Securities Exchange Act of 1934, as amended, which meaning will apply for all purposes of this Agreement) of the number of outstanding Company Shares set forth in the recitals to this Agreement. Also set forth in the recitals to this Agreement is the number of Company Shares issuable upon the exercise of the Options. The Shareholder holds the requisite power to vote the number of Company Shares set forth in the recitals to this Agreement.

  • Ownership of Company Capital Stock Neither Parent nor Merger Sub is, nor at any time during the last three (3) years has it been, an “interested stockholder” of the Company as defined in Section 203 of the DGCL (other than as contemplated by this Agreement).

  • Ownership of Membership Interests The Member shall own all of the membership interests in the Company and the Member shall have a 100% distributive share of the Company’s profits, losses and cash flow.

  • Ownership of Company Stock None of the Investor nor any of its controlled Affiliates owns any capital stock or other equity or equity-linked securities of the Company.

  • Beneficial Ownership of Shares; Certificate Registration The Participant hereby authorizes the Company, in its sole discretion, to deposit for the benefit of the Participant with any broker with which the Participant has an account relationship of which the Company has notice any or all shares acquired by the Participant pursuant to the exercise of the Option. Except as provided by the preceding sentence, a certificate for the shares as to which the Option is exercised shall be registered in the name of the Participant, or, if applicable, in the names of the heirs of the Participant.

  • Ownership of Trust Property Legal title to all of the Trust Property shall at all times be considered to be vested in the Trust, except that the Board of Trustees shall have the power to cause legal title to any Trust Property to be held by or in the name of any Person as nominee, on such terms as the Board of Trustees may determine, in accordance with applicable law.

  • Subordination of Common Securities (a) Payment of Distributions (including any Additional Interest Amounts) on, the Redemption Price of and the Liquidation Distribution in respect of, the Trust Securities, as applicable, shall be made, pro rata among the Common Securities and the Preferred Securities based on the Liquidation Amount of the respective Trust Securities; provided, that if on any Distribution Date, Redemption Date or Liquidation Date an Event of Default shall have occurred and be continuing, no payment of any Distribution (including any Additional Interest Amounts) on, Redemption Price of or Liquidation Distribution in respect of, any Common Security, and no other payment on account of the redemption, liquidation or other acquisition of Common Securities, shall be made unless payment in full in cash of all accumulated and unpaid Distributions (including any Additional Interest Amounts) on all Outstanding Preferred Securities for all Distribution periods terminating on or prior thereto, or in the case of payment of the Redemption Price the full amount of such Redemption Price on all Outstanding Preferred Securities then called for redemption, or in the case of payment of the Liquidation Distribution the full amount of such Liquidation Distribution on all Outstanding Preferred Securities, shall have been made or provided for, and all funds immediately available to the Property Trustee shall first be applied to the payment in full in cash of all Distributions (including any Additional Interest Amounts) on, or the Redemption Price of or the Liquidation Distribution in respect of, the Preferred Securities then due and payable. (b) In the case of the occurrence of any Event of Default, the Holders of the Common Securities shall have no right to act with respect to any such Event of Default under this Trust Agreement until all such Events of Default with respect to the Preferred Securities have been cured, waived or otherwise eliminated. Until all such Events of Default under this Trust Agreement with respect to the Preferred Securities have been so cured, waived or otherwise eliminated, the Property Trustee shall act solely on behalf of the Holders of the Preferred Securities and not on behalf of the Holders of the Common Securities, and only the Holders of all the Preferred Securities will have the right to direct the Property Trustee to act on their behalf.

  • Ownership of Warrants The Corporation and the Warrant Agent may deem and treat the Registered Warrantholders as the absolute owner thereof for all purposes, and the Corporation and the Warrant Agent shall not be affected by any notice or knowledge to the contrary except where the Corporation or the Warrant Agent is required to take notice by statute or by order of a court of competent jurisdiction. The receipt of any such Registered Warrantholder of the Common Shares which may be acquired pursuant thereto shall be a good discharge to the Corporation and the Warrant Agent for the same and neither the Corporation nor the Warrant Agent shall be bound to inquire into the title of any such holder except where the Corporation or the Warrant Agent is required to take notice by statute or by order of a court of competent jurisdiction.

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