Repurchase; Dividends Clause Samples

The 'Repurchase; Dividends' clause governs a company's ability to buy back its own shares and to distribute dividends to shareholders. Typically, this clause outlines the conditions under which repurchases or dividend payments are permitted, such as requiring board approval or compliance with financial covenants. For example, it may restrict repurchases if they would breach certain debt ratios or prohibit dividends unless specific profitability thresholds are met. The core function of this clause is to protect the financial stability of the company and the interests of creditors or investors by ensuring that distributions to shareholders do not undermine the company’s financial obligations or capital structure.
Repurchase; Dividends. Prior to the Closing, NASFA will not redeem, repurchase or otherwise acquire any capital stock of NASFA or declare or apply any dividend in cash, securities or other property.
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Repurchase; Dividends. 10 ARTICLE VI - COVENANTS OF THE EXCHANGING SHAREHOLDERS.......................10 Section 6.1 Restrictions on Transfer..................................10 Section 6.2 Transfer Instructions.....................................10 Section 6.3 Cooperation...............................................10 ARTICLE VII - CONDITIONS TO THE CLOSING OF THE COMPANY......................10 ARTICLE VIII - CONDITIONS TO THE CLOSING OF THE EXCHANGING SHAREHOLDERS............................................................11 ARTICLE IX - SURVIVAL OF REPRESENTATIONS AND WARRANTIES AND INDEMNIFICATION.....................................................13 Section 9.1 Survival of Representations and Warranties................13 Section 9.2 Obligations of the Company................................13 Section 9.3 Obligations of Nifco......................................13 Section 9.4 Notice of Loss or Asserted Liability......................14 Section 9.5 Opportunity to Contest....................................14
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Repurchase; Dividends. 18 6.9. Cooperation...........................................................18 6.10. Sale of the Westower Shares...........................................18 6.11. Disposition of the Westower Shares....................................19 6.12.
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Repurchase; Dividends. Prior to the Closing, the Company will not redeem, repurchase or otherwise acquire any capital stock of the Company or declare or apply any dividend in cash, securities or other property.
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Repurchase; Dividends. Company will not redeem, repurchase or otherwise acquire any capital stock of Company, or declare or pay any dividend in cash, securities or other property.
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Repurchase; Dividends. Except for the distribution of $1,500,000 to the Stockholders, which will be part return of capital and part a distribution, MJA will not redeem, repurchase or otherwise acquire any common shares of MJA, or, without the consent of Westower, declare or pay any dividend in cash, securities or other property. For the covenants in Sections 6.9 through 6.15, Stockholders hereby covenant and agree, except for transactions authorized by this Agreement, including transactions consented to in writing by Westower, they will or they will cause MJA to comply with the following:
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Repurchase; Dividends. The Company will not redeem, repurchase --------------------- or otherwise acquire any capital stock of the Company, or, without the consent of Westower, declare or pay any dividend in cash, securities or other property, except for the dividend to be declared and paid to the Shareholder as described in Paragraph 3.23(d) hereof.
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Related to Repurchase; Dividends

  • Share Dividends If the Trustee receives any additional shares of capital stock of the Corporation as a dividend or other distribution with respect to any shares of Stock, the Trustee shall hold such shares subject to this Agreement for the benefit of the Stockholders in proportion to their respective interests, and the shares shall become subject to all of the terms and conditions of this Agreement to the same extent as if they were originally deposited hereunder. The Trustee shall issue Voting Trust Certificates in respect of these shares to the Stockholders of record at the close of business on the record date determined pursuant to the provisions of Section 4(d).

  • Cash Dividends If the Company declares and pays a dividend or distribution on Shares in the form of cash, then a number of additional Units shall be credited to Employee’s Account as of the last day of the calendar quarter in which such dividend or distribution was paid equal to the number of Units credited to the Account as of the record date for such dividend or distribution multiplied by cash amount of the dividend or distribution paid on each outstanding Share at such payment date, divided by the Fair Market Value of a share of Common Stock at the date of such crediting; provided, however, that in the case of an extraordinary cash dividend or distribution the Company may provide for such crediting at the dividend or distribution payment date instead of the last day of the calendar quarter.

  • Payment of Dividends Any dividend or other distribution payable in cash in respect of shares may be paid by cheque, made payable to the order of the person to whom it is sent, and mailed to the address of the shareholder, or in the case of joint shareholders, to the address of the joint shareholder who is first named on the central securities register, or to the person and to the address the shareholder or joint shareholders may direct in writing. The mailing of such cheque will, to the extent of the sum represented by the cheque (plus the amount of the tax required by law to be deducted), discharge all liability for the dividend unless such cheque is not paid on presentation or the amount of tax so deducted is not paid to the appropriate taxing authority.

  • Adjustment for Certain Dividends and Distributions In the event the Company at any time, or from time to time after the Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Price then in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Purchase Price then in effect by a fraction: (1) the numerator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date, and (2) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, 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 Purchase Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Price shall be adjusted pursuant to this paragraph as of the time of actual payment of such dividends or distributions.

  • Stock Dividends, etc In the event of a stock split, stock dividend or distribution, or any change in the Common Stock by reason of any split-up, reverse stock split, recapitalization, combination, reclassification, exchange of shares or the like, the terms “Existing Shares” and “Covered Shares” shall be deemed to refer to and include such shares as well as all such stock dividends and distributions and any securities into which or for which any or all of such shares may be changed or exchanged or which are received in such transaction.