Reversion to Company Sample Clauses

Reversion to Company. (a) Subject to the provisions of Sections 4.2, this 4.3, and 4.4, no part of the corpus or income of the Trust Fund shall revert to the Company or be used for, or diverted to, purposes other than the exclusive benefit of the Beneficiaries. (b) If Executive resigns from the Company, is dismissed for "Cause" (as such term is defined in paragraph 4.3 of the Plan), or dies prior to any Change in Control (as such term is defined in the Plan), all funds held by the Trust shall revert to the Company.
Sample 1
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Reversion to Company. Under no circumstances shall any contributions made to the Master Trust Fund be used other than for the benefit of Participants. Further, except as otherwise provided specifically in one or more of the Participating Plans with respect to the return of contributions made by a mistake of fact, or with respect to the return of contributions expressly conditioned upon the deductibility of the contribution and such deduction is disallowed, the Master Fund shall not revert to the Company or to any subsidiary or affiliate thereof.
Sample 1
Reversion to Company. Subject to the -------------------- provisions of paragraphs 5.4 and 7.1, no part of the Trust Assets shall revert to the Company or be used for, or diverted to, purposes other than the exclusive benefit of Participants and their Beneficiaries. Notwithstanding the foregoing: (a) if as of the end of any calendar year the Company has paid any taxes described in paragraph 5.2(c) and the Committee so directs the Trustee within sixty days of the end of such year, the Trustee shall return to the Company Trust Assets in an amount equal to such taxes paid by the Company; (b) if at any time there shall be on deposit with the Trustee Government Securities and cash (which for this purpose includes money market funds or certificates of deposit) which the Committee certifies to the Trustee to be sufficient, taking into account the respective maturities of any such Government Securities and assuming no reinvestment of any of the proceeds thereof or of any such cash, to provide for the payment of all amounts payable under the Plans in cash at the times such amounts are payable under the Plans plus Company Shares which the Committee certifies to the Trustee to be sufficient to provide for the payment of all amounts payable under the Plans in Company Shares, and the Committee so advises the Trustee, the Trustee shall, if so directed by the Committee, return all other Trust Assets to the Company; and (c) if all amounts payable under the Plans have been fully paid and the Committee so advises the Trustee, the Trustee shall return all residual Trust Assets to the Company. For purposes of clause (b) above, any amounts payable under any Plan for the life of any individual shall be computed based on the life expectancy of such individual determined from the life expectancy tables set forth in the regulations issued pursuant to Section 72 (or any successor provision) of the Code.
Sample 1

Related to Reversion to Company

  • Condition to Company Action The Company will not take any action that consummates or finalizes a Change in Control unless (i) at least 15 Business Days prior to such action it shall have given to each holder of Notes written notice containing and constituting an offer to prepay Notes as described in subparagraph (c) of this Section 8.7, accompanied by the certificate described in subparagraph (g) of this Section 8.7, and (ii) contemporaneously with such action, it prepays all Notes required to be prepaid in accordance with this Section 8.7.

  • Successor to Company The Company shall require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and agree to perform this Agreement to the same extent that the Company would be required to perform it if no succession had taken place. Failure of the Company to obtain an assumption of this Agreement at or prior to the effectiveness of any succession shall be a material breach of this Agreement.

  • Notice to Company Indemnitee shall provide to the Company prompt written notice of any Proceeding brought, threatened, asserted or commenced against Indemnitee with respect to which Indemnitee may assert a right to indemnification hereunder; provided that failure to provide such notice shall not in any way limit Indemnitee’s rights under this Agreement.

  • Repayment to Company Any moneys or Governmental Obligations deposited with any paying agent or the Trustee, or then held by the Company, in trust for payment of principal of or premium, if any, or interest on the Securities of a particular series that are not applied but remain unclaimed by the holders of such Securities for at least two years after the date upon which the principal of (and premium, if any) or interest on such Securities shall have respectively become due and payable, or such other shorter period set forth in applicable escheat or abandoned or unclaimed property law, shall be repaid to the Company on May 31 of each year or upon the Company’s request or (if then held by the Company) shall be discharged from such trust; and thereupon the paying agent and the Trustee shall be released from all further liability with respect to such moneys or Governmental Obligations, and the holder of any of the Securities entitled to receive such payment shall thereafter, as a general creditor, look only to the Company for the payment thereof.

  • Limitations on Execution and Delivery, Transfer, etc of ADSs;

  • Notice to Centrelink Where a decision has been made to terminate the employment of employees, the employer shall notify Centrelink thereof as soon as possible giving relevant information including the number and categories of the employees likely to be affected and the period over which the terminations are intended to be carried out.

  • Conditions to Company’s Obligation to Sell The obligation of Company hereunder to issue and sell the Securities to Investor at the Closing is subject to the satisfaction, on or before the Closing Date, of each of the following conditions: 5.1. Investor shall have executed this Agreement and delivered the same to Company. 5.2. Investor shall have delivered the Purchase Price to Company in accordance with Section 1.2 above.

  • BUYER’S RIGHT TO CANCEL If after completion of an appraisal by a licensed appraiser, Buyer receives written notice from the Lender or the appraiser that the Property has appraised for less than the Purchase Price (a “Notice of Appraised Value”), Buyer may cancel the REPC by providing written notice to Seller (with a copy of the Notice of Appraised Value) no later than the Financing & Appraisal Deadline referenced in Section 24(c); whereupon the Xxxxxxx Money Deposit shall be released to Buyer without the requirement of further written authorization from Seller.

  • Right to Cure Notwithstanding anything to the contrary contained in Section 7.01, in the event that the Borrower fails (or, but for the operation of this Section 7.03, would fail) to comply with the requirements of the Financial Covenant, from the last day of the applicable fiscal quarter until the expiration of the 10th Business Day subsequent to the date the certificate calculating such Financial Covenant is required to be delivered pursuant to Section 5.04(c), Holdings, the Borrower and any Parent Entity shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of such entities, and in each case, to contribute any such cash to the capital of the Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of such cash (the “Cure Amount”), pursuant to the exercise of the Cure Right, the Financial Covenant shall be recalculated giving effect to a pro forma adjustment by which EBITDA shall be increased with respect to such applicable quarter and any four-quarter period that contains such quarter, solely for the purpose of measuring the Financial Covenant and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; provided, that (i) in each four consecutive fiscal quarter period there shall be at least two fiscal quarters in which a Cure Right is not exercised, (ii) a Cure Right shall not be exercised more than five times during the term of the Revolving Facilities, (iii) for purposes of this Section 7.03, the Cure Amount shall be no greater than the amount required for purposes of complying with the Financial Covenant and (iv) there shall be no pro forma reduction in Indebtedness with the proceeds of the exercise of the Cure Right for determining compliance with the Financial Covenant for the fiscal quarter in respect of which such Cure Right is exercised (either directly through prepayment or indirectly as a result of the netting of Unrestricted Cash) (other than, for future periods, with respect to any portion of such Cure Amount that is used to repay Term Loans or to prepay Revolving Facility Loans to the extent accompanied by permanent reductions in Revolving Facility Commitments). If, after giving effect to the adjustments in this Section 7.03, the Borrower shall then be in compliance with the requirements of the Financial Covenant, the Borrower shall be deemed to have satisfied the requirements of the Financial Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the Financial Covenant that had occurred shall be deemed cured for the purposes of this Agreement.

  • Restriction on Exercise This Option may not be exercised unless such exercise is in compliance with the Securities Act, and all applicable state securities laws, as they are in effect on the date of exercise, and the requirements of any stock exchange or national market system on which the Company's Common Stock may be listed at the time of exercise. Optionee understands that the Company is under no obligation to register, qualify or list the Shares with the SEC, any state securities commission or any stock exchange or national market system to effect such compliance.

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