PROCEDURES FOR ACTIONS Sample Clauses

PROCEDURES FOR ACTIONS. AND CONSENTS OF PARTNERS; AMENDMENTS; MEETINGS...................64 Section 14.1. Procedures for Actions and Consents of Partners......................................64 Section 14.2. Amendments...........................................................................64 Section 14.3. Meetings of the Partners.............................................................65
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PROCEDURES FOR ACTIONS. AND CONSENTS OF PARTNERS; AMENDMENT OF AGREEMENT; MEETINGS
PROCEDURES FOR ACTIONS. AND CONSENTS OF PARTNERS; AMENDMENTS; MEETINGS........................................................................81 Section 14.1 Procedures for Actions and Consents of Partners...............................81 Section 14.2 Amendments....................................................................82 Section 14.3 Meetings of the Partners......................................................82 Section 14.4 Voting Rights of LTIP Units...................................................83 ARTICLE XV
PROCEDURES FOR ACTIONS. AND CONSENTS OF MEMBERS; AMENDMENTS; MEETINGS...........................67 Section 14.1 Procedures for Actions and Consents of Members...............................67 Section 14.2 Amendments...................................................................67 Section 14.3 Meetings of the Members......................................................67
PROCEDURES FOR ACTIONS. AND CONSENTS OF PARTNERS; AMENDMENTS; MEETINGS ‌ 52 Section 14.1 Procedures for Actions and Consents of Partners ‌ 52 Section 14.2 Amendments ‌ 52 Section 14.3 Actions and Consents of the Partners ‌ 52 ARTICLE 15 GENERAL PROVISIONS ‌ 53 Section 15.1 Redemption Rights of Qualifying Parties ‌ 53 Section 15.2 Addresses and Notice ‌ 56 Section 15.3 Titles and Captions ‌ 56 Section 15.4 Pronouns and Plurals ‌ 57 Section 15.5 Further Action ‌ 57 Section 15.6 Binding Effect ‌ 57 Section 15.7 Waiver ‌ 57 Section 15.8 Counterparts ‌ 57 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial ‌ 57 Section 15.10 Entire Agreement ‌ 58 Section 15.11 Invalidity of Provisions ‌ 58 Section 15.12 Limitation to Preserve REIT Status ‌ 58 Section 15.13 No Partition ‌ 58 Section 15.14 No Third-Party Rights Created Hereby ‌ 59 Section 15.15 No Rights as Stockholders ‌ 59 ARTICLE 16 LTIP UNITS ‌ 59 Section 16.1 Designation ‌ 59 Section 16.2 Vesting ‌ 59 Section 16.3 Adjustments ‌ 59 Section 16.4 Distributions ‌ 60 Section 16.5 Allocations ‌ 61 Section 16.6 Transfers ‌ 61 Section 16.7 Redemption ‌ 61 Section 16.8 Legend ‌ 61 Section 16.9 Conversion to Partnership Common Units ‌ 61 Section 16.10 Voting ‌ 63 Section 16.11 Section 83 Safe Harbor ‌ 63 ​ ​ Exhibits List Exhibit AEXAMPLES REGARDING ADJUSTMENT FACTORA-1 Exhibit BNOTICE OF REDEMPTIONB-1 Exhibit CCONVERSION NOTICEC-1 Exhibit DFORCED CONVERSION NOTICED-1 ​ ​ ​ ​ AGREEMENT OF LIMITED PARTNERSHIP OF INDUS RT, LP THIS AGREEMENT OF LIMITED PARTNERSHIP OF INDUS RT, LP, dated as of June 28, 2021 (the “Effective Date”), is made and entered into by and among INDUS REALTY TRUST, INC., a Maryland corporation, as the General Partner and the Persons from time to time party hereto, as limited partners.
PROCEDURES FOR ACTIONS. AND CONSENTS OF PARTNERS; MEETINGS................72 SECTION 15.1 PROCEDURES FOR ACTIONS AND CONSENTS OF PARTNERS.........................................72 SECTION 15.2 MEETINGS OF THE PARTNERS.........................72

Related to PROCEDURES FOR ACTIONS

  • Procedures for Surrender As promptly as practicable after the Effective Time, Parent shall cause the Paying Agent to mail to each holder of record of a certificate or certificates that represented Shares (the “Certificates”) or non-certificated Shares represented by book-entry (“Book-Entry Shares”), in each case, which Shares were converted into the right to receive the Merger Consideration at the Effective Time pursuant to this Agreement: (i) a letter of transmittal, which shall specify that delivery shall be effected, and risk of loss and title to the Certificates shall pass, only upon delivery of the Certificates to the Paying Agent, and shall otherwise be in such form and have such other provisions as Parent or the Paying Agent may reasonably specify, and (ii) instructions for effecting the surrender of the Certificates or Book-Entry Shares in exchange for payment of the Merger Consideration. Upon surrender of Certificates and Book-Entry Shares for cancellation to the Paying Agent or to such other agent or agents as may be appointed by Parent, and upon delivery of a letter of transmittal, duly executed and in proper form, with respect to such Certificates or Book-Entry Shares, the holder of such Certificates or Book-Entry Shares shall be entitled to receive the Merger Consideration for each Share formerly represented by such Certificates and for each Book-Entry Share. Any Certificates and Book-Entry Shares so surrendered shall forthwith be cancelled. If payment of the Merger Consideration is to be made to a Person other than the Person in whose name any surrendered Certificate is registered, it shall be a condition precedent of payment that the Certificate so surrendered shall be properly endorsed or shall be otherwise in proper form for transfer, and the Person requesting such payment shall have paid any transfer and other similar Taxes required by reason of the payment of the Merger Consideration to a Person other than the registered holder of the Certificate so surrendered and shall have established to the satisfaction of the Surviving Corporation that such Taxes either have been paid or are not required to be paid. Payment of the Merger Consideration with respect to Book-Entry Shares shall only be made to the Person in whose name such Book-Entry Shares are registered. Until surrendered as contemplated hereby, each Certificate or Book-Entry Share shall be deemed at any time after the Effective Time to represent only the right to receive the Merger Consideration in cash as contemplated by this Agreement, without interest thereon.

  • Additional Procedures Once initiated by an Auction Notice, the Borrowers may withdraw a Dutch Auction by written notice to the Auction Manager no later than 24 hours before the original Expiration Time so long as no Qualifying Bids have been received by the Auction Manager at or prior to the time the Auction Manager receives such written notice from the Borrower Representative. Any Return Bid (including any component bid thereof) delivered to the Auction Manager may not be modified, revoked, terminated or cancelled; provided that a Term Loan Lender may modify a Return Bid at any time prior to the Expiration Time solely to reduce the Reply Price included in such Return Bid. However, a Dutch Auction shall become void if the Borrowers fail to satisfy one or more of the conditions to the purchase of Term Loans set forth in, or to otherwise comply with the provisions of Section 10.6(c) of the Second Lien Credit and Guaranty Agreement. The purchase price for all Term Loans purchased in a Dutch Auction shall be paid in cash by the Borrowers directly to the respective assigning Term Loan Lender on a settlement date as determined by the Auction Manager in consultation with the Borrowers (which shall be no later than ten (10) Business Days after the date Return Bids are due), along with accrued and unpaid interest (if any) on the applicable Term Loans up to the settlement date. The Borrowers shall execute each applicable Auction Assignment and Acceptance received in connection with a Qualifying Bid. All questions as to the form of documents and validity and eligibility of Term Loans that are the subject of a Dutch Auction will be determined by the Auction Manager, in consultation with the Borrowers, and the Auction Manager’s determination will be conclusive, absent manifest error. The Auction Manager’s interpretation of the terms and conditions of the Offer Document, in consultation with the Borrowers, will be final and binding. None of the Administrative Agent, the Auction Manager, any other Agent or any of their respective Affiliates assumes any responsibility for the accuracy or completeness of the information concerning the Borrowers, the Restricted Subsidiaries or any of their Affiliates contained in the Offer Documents or otherwise or for any failure to disclose events that may have occurred and may affect the significance or accuracy of such information. The Auction Manager acting in its capacity as such under a Dutch Auction shall be entitled to the benefits of the provisions of Sections 9, 10.2 and 10.3 of the Second Lien Credit and Guaranty Agreement to the same extent as if each reference therein to the “Administrative Agent” were a reference to the Auction Manager, each reference therein to the “Credit Documents” were a reference to the Offer Documents, the Auction Notice and Auction Assignment and Acceptance and each reference therein to the “Transactions” were a reference to the transactions contemplated hereby and the Administrative Agent shall cooperate with the Auction Manager as reasonably requested by the Auction Manager in order to enable it to perform its responsibilities and duties in connection with each Dutch Auction. This Appendix C shall not require any Borrower or any Restricted Subsidiary to initiate any Dutch Auction, nor shall any Term Loan Lender be obligated to participate in any Dutch Auction. SCHEDULE 5.22 TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT Post-Closing Covenants

  • General Procedures If at any time on or after the date the Company consummates a Business Combination the Company is required to effect the Registration of Registrable Securities, the Company shall use its best efforts to effect such Registration to permit the sale of such Registrable Securities in accordance with the intended plan of distribution thereof, and pursuant thereto the Company shall, as expeditiously as possible:

  • Matters for Arbitration Except for matters of indemnity or in the case of urgency to prevent material harm to a substantive right or asset, the Parties agree that all questions or matters in dispute with respect to this Agreement shall be submitted to arbitration pursuant to the terms hereof. This provision shall not prejudice a Party from seeking a Court order or assistance to garnish or secure sums or to seek summary remedy for such matters as counsel may consider amenable to summary proceedings.

  • Other Procedures To the extent not expressly provided for herein, each Discounted Term Loan Prepayment shall be consummated pursuant to procedures consistent with the provisions in this Subsection 4.4(l), established by the Administrative Agent acting in its reasonable discretion and as reasonably agreed by the Borrower.

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