Common use of When Distribution Must Be Paid Over Clause in Contracts

When Distribution Must Be Paid Over. (a) In the event that the Trustee or any Holder receives any payment of any Junior Obligations at a time when such payment is prohibited by this Article 10, such payment will be held by the Trustee or such Holder, in trust for the benefit of, and will be paid forthwith over and delivered, upon written request, to, the holders of Senior Obligations of the Company as their interests may appear or their representative under the agreement, indenture or other document (if any) pursuant to which such Senior Obligations may have been issued, as their respective interests may appear, for application to the payment of all such Senior Obligations remaining unpaid to the extent necessary to pay such Senior Obligations in full in accordance with their terms, after giving effect to any concurrent payment or distribution to or for the holders of Senior Obligations.

Appears in 5 contracts

Samples: Contingent Value Rights Agreement (Bristol Myers Squibb Co), Contingent Value Rights Agreement (Celgene Corp /De/), Contingent Value Rights Agreement (Celgene Corp /De/)

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When Distribution Must Be Paid Over. (a) In the event that the Trustee or any Holder receives any payment of any Junior Obligations at a time when such payment is prohibited by this Article 10, and is notified as such by the Company, such payment will be held by the Trustee or such Holder, in trust for the benefit of, and will be paid forthwith over and delivered, upon written request, to, the representative of the holders of Senior Obligations of the Company as their interests may appear or their representative under the agreement, indenture or other document (if any) pursuant to which such Senior Obligations may have been issued, as their respective interests may appear, for application to the payment of all such Senior Obligations remaining unpaid to the extent necessary to pay such Senior Obligations in full in accordance with their terms, after giving effect to any concurrent payment or distribution to or for the holders of Senior Obligations.

Appears in 4 contracts

Samples: Contingent Value Rights Agreement (Bristol Myers Squibb Co), Contingent Value Rights Agreement (Bristol Myers Squibb Co), Contingent Value Rights Agreement (Bristol Myers Squibb Co)

When Distribution Must Be Paid Over. (a) In the event that the Trustee or any Holder receives any payment of any Junior Obligations at a time when such payment is prohibited by this Article 10, such payment will be held by the Trustee or such Holder, Holder in trust for the benefit of, and will be paid forthwith over and delivered, upon written request, to, to the holders of Senior Obligations of the Company as their interests may appear or their representative under the agreement, indenture or other document (if any) pursuant to which such Senior Obligations may have been issued, as their respective interests may appear, for application to the payment of all such Senior Obligations remaining unpaid to the extent necessary to pay such Senior Obligations in full in accordance with their terms, after giving effect to any concurrent payment or distribution to or for the holders of Senior Obligations.

Appears in 3 contracts

Samples: Contingent Value Rights Agreement (Akorn Inc), Contingent Value Rights Agreement (Akorn Inc), Contingent Value Rights Agreement (Akorn Inc)

When Distribution Must Be Paid Over. (a) In the event that the Trustee or any Holder receives any payment of any Junior Obligations at a time when such payment is prohibited by this Article 10, such payment will be held by the Trustee or such Holder, in trust for the benefit of, and will be paid forthwith over and delivered, upon written request, to, the holders of Senior Obligations of the Company as their interests may appear or their representative Representative under the agreement, indenture or other document (if any) pursuant to which such Senior Obligations may have been issued, as their respective interests may appear, for application to the payment of all such Senior Obligations remaining unpaid to the extent necessary to pay such Senior Obligations in full in accordance with their terms, after giving effect to any concurrent payment or distribution to or for the holders of Senior Obligations.

Appears in 2 contracts

Samples: Contingent Value Rights Agreement (APP Pharmaceuticals, Inc.), Contingent Value Rights Agreement (Fresenius Kabi Pharmaceuticals Holding, Inc.)

When Distribution Must Be Paid Over. (a) In the event that a pay ment or distribution is made to the Trustee or any Holder receives any payment of any Junior Obligations registered holder at a time when such payment or distribution is prohibited by this Article 10paragraphs (a) and (b) hereof, such the registered holder who receives the payment will be held by the Trustee or such Holder, distribution shall hold it in trust for the benefit of, and will be paid forthwith promptly pay it over and delivered, upon written request, (in the same form as received but with any necessary endorsements) to, the holders of Senior Obligations holder of the Company Senior Debt as their interests its interest may appear appear, or their its agent or representative or the trustee under the agreement, indenture or other document agreement (if any) pursuant to which such the Senior Obligations Debt may have been issued, as their respective interests may appear, for application to the payment of all such obligations with respect to the Senior Obligations Debt remaining unpaid to the extent necessary to pay such Senior Obligations obligations in full in accordance with their terms, after giving effect to any concurrent payment or distribution to or for the holders holder of the Senior ObligationsDebt.

Appears in 2 contracts

Samples: Ii Acquisition Corp, Ii Acquisition Corp

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When Distribution Must Be Paid Over. (a) In the event that a payment or distribution is made to the Trustee or any Holder receives any payment of any Junior Obligations registered holder at a time when such payment or distribution is prohibited by this Article 10paragraphs (a) and (b) hereof, such the registered holder who receives the payment will be held by the Trustee or such Holder, distribution shall hold it in trust for the benefit of, and will be paid forthwith promptly pay it over and delivered, upon written request, (in the same form as received but with any necessary endorsements) to, the holders of Senior Obligations holder of the Company Senior Debt as their interests its interest may appear appear, or their its agent or representative or the trustee under the agreement, indenture or other document agreement (if any) pursuant to which such the Senior Obligations Debt may have been issued, as their respective interests may appear, for application to the payment of all such obligations with respect to the Senior Obligations Debt remaining unpaid to the extent necessary to pay such Senior Obligations obligations in full in accordance with their terms, after giving effect to any concurrent payment or distribution to or for the holders holder of the Senior ObligationsDebt.

Appears in 2 contracts

Samples: Ii Acquisition Corp, Ii Acquisition Corp

When Distribution Must Be Paid Over. (a) In the event that the Trustee or any Holder receives any payment of any Junior Obligations (other than Permitted Junior Securities) at a time when the Trustee or such Holder has actual knowledge that such payment is prohibited by this Article ARTICLE 10, such payment will be held by the Trustee or such Holder, in trust for the benefit of, and will be paid forthwith over and delivered, upon written request, to, the holders of Senior Obligations of the Company as their interests may appear or their representative under the agreement, indenture or other document (if any) pursuant to which such Senior Obligations may have been issued, as their respective interests may appear, for application to the payment of all such Senior Obligations remaining unpaid to the extent necessary to pay such Senior Obligations in full in accordance with their terms, after giving effect to any concurrent payment or distribution to or for the holders of Senior Obligations.

Appears in 2 contracts

Samples: Contingent Value Rights Agreement (Community Health Systems Inc), Contingent Value Rights Agreement (Community Health Systems Inc)

When Distribution Must Be Paid Over. (a) In the event that the Trustee or any Holder receives any payment of any Junior Obligations with respect to the Notes at a time when the Trustee or such Holder, as applicable, has actual knowledge that such payment is prohibited by this Article 10X, such payment will be held by the Trustee or such Holder, in trust for the benefit of, and will be paid forthwith over and delivered, upon written request, to, the holders of Senior Obligations of the Company Debt as their interests may appear or their representative Representative under the agreement, indenture or other document (if any) pursuant to which such Senior Obligations Debt may have been issued, as their respective interests may appear, for application to the payment of all such Obligations with respect to Senior Obligations Debt remaining unpaid to the extent necessary to pay such Senior Obligations in full in accordance with their terms, after giving effect to any concurrent payment or distribution to or for the holders of Senior ObligationsDebt.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Watson Wyatt Worldwide, Inc.)

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