RIGHTS OF APPRAISAL Sample Clauses

RIGHTS OF APPRAISAL. Neither Massachusetts law nor the partnership agreement grants Unitholders appraisal rights, without regard to how a Unitholder votes (or abstains) at the special meeting. FORWARD-LOOKING STATEMENTS Statements in this proxy statement are or may be forward-looking statements that involve risks and uncertainties. Actual results may differ materially from those expressed in these statements depending on a variety of factors. Unitholders should carefully review all information, including the financial statements and the notes to the financial statements, included in this document. SELECTED HISTORICAL FINANCIAL INFORMATION The following table sets forth selected financial information regarding the Partnership's results of operations and financial position. This information should be read in conjunction with the Consolidated Financial Statements and Notes thereto and other financial information included or incorporated by reference in this document. The historical financial data as of and for the quarters ended September 30, 1999 and 1998 have been derived from the unaudited financial statements included in the Partnership's Quarterly Report on Form 10-Q for the quarters ended September 30, 1999 and 1998, respectively. The historical financial data for the years ended December 31, 1998, 1997, 1996, 1995 and 1994 have been derived from audited financial statements included in the Partnership's Annual Report on Form 10-K for the year ended December 31, 1998. See "Where You Can Find More Information."
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RIGHTS OF APPRAISAL. This Merger shall be subject to the unanimous approval by the stockholders and there shall be no outstanding appraisal rights.
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RIGHTS OF APPRAISAL. In the event of non-renewal or termination of a franchise or a portion of a franchise, FRANCHISER may have the CMO assets independently appraised and may purchase or resell the franchise or portion of the franchise to a new purchaser, at the sole discretion of the FRANCHISER. If CMO and FRANCHISER can not agree on an independent appraiser then an arbitrator pursuant to 27a may determine the proper appraisal.
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RIGHTS OF APPRAISAL. This Merger shall be subject to the rights of appraisal granted to the shareholders of Pyke in accordance with the General Corporation Law of the State of Delaware. Should more than ten percent (10%) of the shareholders of Pyke, regardless of the number of shares owned, seek to enforce their rights of appraisal, the Merger shall be deemed canceled and all parties relieved of any obligation pursuant to this Agreement.
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RIGHTS OF APPRAISAL. This Merger shall be subject to the rights of appraisal granted to the shareholders of Pice in accordance with the General Corporation Law of the State of Delaware. Should more than ten percent (10%) of the shareholders of Pice, regardless of the number of shares owned, seek to enforce their rights of appraisal, Electric at its sole option may terminate this Agreement and all parties relieved of any obligation pursuant to this Agreement. The Board of Directors of Electric and the shareholders of Electric have already approved the Merger.
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RIGHTS OF APPRAISAL. This Merger shall be subject to the rights of appraisal granted to the shareholders of a Delaware corporation in accordance with the General Corporation Law of the State of Delaware. Should more than five percent (5%) of the shareholders of Moke, regardless of the number of shares owned, seek to enforce their rights of appraisal, the Merger shall be deemed cancelled and all parties relieved of any obligation pursuant to this Agreement.
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RIGHTS OF APPRAISAL. This Merger shall be subject to the rights of appraisal granted to the stockholders of a Delaware corporation in accordance with the General Corporation Law of the State of Delaware. Should more than twenty-five percent (25%) of the stockholders of Hali, regardless of the number of shares owned, seek to enforce their rights of appraisal, the Merger shall be deemed cancelled and all parties relieved of any obligation pursuant to this Agreement.
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Related to RIGHTS OF APPRAISAL

  • Statutory Rights of Appraisal (i) Notwithstanding anything to the contrary set forth in this Agreement, all Company Shares that are issued and outstanding immediately prior to the Effective Time and held by Company Stockholders who shall have neither voted in favor of the Merger nor consented thereto in writing and who shall have properly and validly perfected their statutory rights of appraisal in respect of such Company Shares in accordance with Section 262 of the DGCL (collectively, “Dissenting Company Shares”) shall not be converted into, or represent the right to receive, the Merger Consideration pursuant to Section 3.7(a). Such Company Stockholders shall be entitled to receive payment of the fair value of such Dissenting Company Shares in accordance with the provisions of Section 262 of the DGCL, except that all Dissenting Company Shares held by Company Stockholders who shall have failed to perfect or who shall have effectively withdrawn or lost their rights to appraisal of such Dissenting Company Shares under such Section 262 of the DGCL shall no longer be considered to be Dissenting Company Shares and shall thereupon be deemed to have been converted into, and to have become exchangeable for, as of the Effective Time, the right to receive the Merger Consideration, without interest thereon, upon surrender of the certificate or certificates that formerly evidenced such Company Shares in the manner provided in Section 3.8. (ii) The Company shall give Parent (A) prompt notice of any demands for appraisal received by the Company, withdrawals of such demands, and any other instruments served pursuant to Delaware Law and received by the Company in respect of Dissenting Company Shares and (B) the opportunity to participate in all negotiations and proceedings with respect to demands for appraisal under Delaware Law in respect of Dissenting Company Shares. The Company shall not, except with the prior written consent of Parent (such consent not to be unreasonably withheld), voluntarily make any payment with respect to any demands for appraisal, or settle or offer to settle any such demands for payment, in respect of Dissenting Company Shares.

  • Waiver of Appraisal Rights Each Stockholder hereby waives any rights of appraisal or rights to dissent from the Merger.

  • No Exercise of Appraisal Rights Such Stockholder forever waives and agrees not to exercise any appraisal rights or dissenters’ rights, including pursuant to Section 262 of the DGCL, in respect of such Stockholder’s Subject Shares that may arise in connection with the Offer or the Merger.

  • Appraisal The Mortgage File contains an appraisal of the related Mortgaged Property with an appraisal date within 6 months of the Mortgage Loan origination date, and within 12 months of the Cut-off Date. The appraisal is signed by an appraiser that (i) was engaged directly by the originator of the Mortgage Loan or the Mortgage Loan Seller, or a correspondent or agent of the originator of the Mortgage Loan or the Mortgage Loan Seller, and (ii) to the Mortgage Loan Seller’s knowledge, had no interest, direct or indirect, in the Mortgaged Property or the Mortgagor or in any loan made on the security thereof, and whose compensation is not affected by the approval or disapproval of the Mortgage Loan. Each appraiser has represented in such appraisal or in a supplemental letter that the appraisal satisfies the requirements of the “Uniform Standards of Professional Appraisal Practice” as adopted by the Appraisal Standards Board of the Appraisal Foundation.

  • Waiver of Appraisal and Dissenters’ Rights Stockholder hereby waives, and agrees not to assert or perfect, any rights of appraisal or rights to dissent from the Merger that Stockholder may have by virtue of ownership of the Shares.

  • Absence of Appraisal or Dissenters’ Rights No Shareholder shall be entitled, as a matter of right, to relief as a dissenting Shareholder in respect of any proposal or action involving the Trust or any Series or any Class thereof.

  • Waiver of Appraisal and Dissenters’ Rights and Actions Stockholder hereby (i) waives and agrees not to exercise any rights (including under Section 262 of the General Corporation Law of the State of Delaware) to demand appraisal of any Company Shares Beneficially Owned by Stockholder or rights to dissent from the Merger which may arise with respect to the Merger and (ii) agrees not to commence or participate in, and to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or other Proceeding, against Parent, Acquisition Sub, the Company or any of their respective successors relating to the negotiation, execution or delivery of this Agreement or the Merger Agreement or the making or consummation of the Offer or consummation of the Merger, including any Proceeding (x) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or (y) alleging a breach of any fiduciary duty of the Board of Directors of the Company in connection with the Merger Agreement or the transactions contemplated thereby.

  • The Appraisal The Mortgage Loan Documents contain an appraisal of the related Mortgaged Property by an appraiser who is licensed in the state where the Mortgaged Property is located, and who had no interest, direct or indirect, in the Mortgaged Property or in any loan made on the security thereof; and whose compensation is not affected by the approval or disapproval of the Mortgage Loan, and the appraisal and the appraiser both satisfy the applicable requirements of Title XI of the Financial Institution Reform, Recovery, and Enforcement Act of 1989 and the regulations promulgated thereunder, all as in effect on the date the Mortgage Loan was originated;

  • Valuation of Collateral Securities Intermediary shall provide view only access to its systems to Secured Party for the purpose of communicating data as to the Reserve Account as of that date.

  • Rights of Use of the results and of pre-existing rights by the NA and the Union (a) for its own purposes and in particular to make available to persons working for the NA, Union institutions, agencies and bodies and to Member States’ institutions, as well as to copy and reproduce in whole or in part and in an unlimited number of copies." For the rest of this article, the references to the "Union" must be read as reference to "the NA and/or the Union".

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