WWC Sample Clauses

WWC. (i) If WWC proposes to make a Transfer of Sale Shares (other than to a Permitted Affiliate Transferee or by means of an Excepted Transfer (subject to Sections 12(i) and 12(k) hereof)) WWC shall first offer to Transfer such Sale Shares to the Investor in accordance with the procedures for rights of first offer set forth in Section 6(c) hereof. (ii) In the event such proposed Transfer by WWC shall arise as a result of an Unsolicited Bid to WWC which WWC intends to accept, WWC shall first offer to Transfer such Sale Shares to the Investor in accordance with the procedures for rights of first refusal set forth in Section 6(d) hereof.
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WWC. (i) WWC 50% Transfer. If WWC shall have made a WWC 50% Transfer, and unless WWC shall have agreed with the WWC 50% Transferee not to Transfer to such transferee the benefit of the rights of WWC hereunder (but rather to retain all or a portion of such rights), the WWC 50% Transferee and WWC shall be permitted to share only (A) the right to require the Investor to vote in favor of WWC's designees to the Board under Section 3, which right of WWC shall survive until the Investor's right to designate directors is terminated in accordance with Section 3, and (B) WWC's preemptive rights under Section 9, which shall survive until no other Shareholder has preemptive rights under Section 9. In each case, the rights of WWC and such transferee shall be subject to any termination or diminution thereof after giving effect to such Transfer, in accordance with the terms of this Agreement. All other rights may be either retained by WWC or transferred by WWC to a WWC 50% Transferee, with WWC or such transferee, as the case may be; being the sole party
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WWC. (i) If WWC proposes to make a Transfer of Sale Shares (other than to a Permitted Affiliate Transferee or by means of an Excepted Transfer (subject to Sections
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WWC. (i) WWC 50% Transfer. If WWC shall have made a WWC 50% Transfer, and unless WWC shall have agreed with the WWC 50% Transferee not to Transfer to such transferee the benefit of the rights of WWC hereunder (but rather to retain all or a portion of such rights), the WWC 50% Transferee and WWC shall be permitted to share only (A) the right to require the Investor to vote in favor of WWC's designees to the Board under Section 3, which right of WWC shall survive until the Investor's right to designate directors is terminated in accordance with Section 3, and (B) WWC's preemptive rights under Section 9, which shall survive until no other Shareholder has preemptive rights under Section 9. In each case, the rights of WWC and such transferee shall be subject to any termination or diminution thereof after giving effect to such Transfer, in accordance with the terms of this Agreement. All other rights may be either retained by WWC or transferred by WWC to a WWC 50% Transferee, with WWC or such transferee, as the case may be; being the sole party entitled to the benefit of such rights thereafter. Except where the context requires otherwise, such transferee shall be deemed to be "WWC" and a "Shareholder" for purposes of the provisions of this Agreement governing the rights held exclusively by it, and both WWC and such transferee shall be deemed to be "WWC" and a "Shareholder" for purposes of the provisions hereof governing rights shared by them.
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Related to WWC

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  • Acquisition Corp Acquisition Corp. is a wholly-owned Delaware subsidiary of Parent that was formed specifically for the purpose of the Merger and that has not conducted any business or acquired any property, and will not conduct any business or acquire any property prior to the Closing Date, except in preparation for and otherwise in connection with the transactions contemplated by the Merger Documents and the other agreements to be made pursuant to or in connection with the Merger Documents.

  • WSIB & LTD An Employee who is receiving benefits under the Workplace Safety and Insurance Act, or under an LTD plan, is not entitled to benefits under a school board’s sick leave and short-term disability plan for the same condition unless the employee is on a graduated return to work program then WSIB/LTD remains the first payor. For clarity, where an employee is receiving partial benefits under WSIB/LTD, they may be entitled to receive benefits under the sick leave plan, subject to the circumstances of the specific situation. During the interim period from the date of the injury/incident or illness to the date of the approval by the WSIB/LTD of the claim, the employee may access sick leave and short-term leave and disability coverage. A reconciliation of sick leave deductions made and payments provided, will be undertaken by the school board once the WSIB/LTD has adjudicated and approved the claim. In the event that the WSIB/LTD does not approve the claim, the school board shall deal with the absence consistent with the terms of the sick leave and short-term leave and disability plans.

  • Acquisition Services (i) Serve as the Company’s investment and financial advisor and provide relevant market research and economic and statistical data in connection with the Company’s assets and investment objectives and policies; (ii) Subject to Section 4 hereof and the investment objectives and policies of the Company: (a) locate, analyze and select potential investments; (b) structure and negotiate the terms and conditions of transactions pursuant to which investments in Properties, Loans and other Permitted Investments will be made; (c) acquire, originate and dispose of Properties, Loans and other Permitted Investments on behalf of the Company; (d) arrange for financing and refinancing and make other changes in the asset or capital structure of investments in Properties, Loans and other Permitted Investments; and (e) enter into leases, service contracts and other agreements for Properties, Loans and other Permitted Investments; (iii) Perform due diligence on prospective investments and create due diligence reports summarizing the results of such work; (iv) Prepare reports regarding prospective investments that include recommendations and supporting documentation necessary for the Directors to evaluate the proposed investments; (v) Obtain reports (which may be prepared by the Advisor or its Affiliates), where appropriate, concerning the value of contemplated investments of the Company; (vi) Deliver to or maintain on behalf of the Company copies of all appraisals obtained in connection with the Company’s investments; and (vii) Negotiate and execute approved investments and other transactions, including prepayments, maturities, workouts and other settlements of Loans and other Permitted Investments.

  • U.S. Real Property Holding Corporation The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.

  • Mobility The ability to move indoors from room to room on level surfaces at the normal place of residence.

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  • Real Property Holding Corporation The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.

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