Examples of Exchangeable Preferred Newmark Exchange in a sentence
Newmark covenants and agrees that all shares of Newmark Class A Common Stock issued in connection with an Exchangeable Preferred Newmark Exchange will be Publicly Traded Shares.
In lieu thereof, in each Exchangeable Preferred Newmark Exchange, the Partnership will provide cash representing such fractional share.
Notwithstanding anything to the contrary herein, the Partnership will not transfer any fractional shares of Newmark Class A Common Stock in any Exchangeable Preferred Newmark Exchange.
Notwithstanding anything to the contrary herein, in no event shall a holder of an Exchangeable Preferred Limited Partnership Interest be entitled to receive, or shall be deemed to receive, any shares of Newmark Class A Common Stock upon any Exchangeable Preferred Newmark Exchange if, immediately upon giving effect to such receipt of such shares, an Excess Ownership Position would exist.
Newmark covenants and agrees that all shares of Newmark Class A Common Stock issued in connection with an Exchangeable Preferred Newmark Exchange will be duly authorized, validly issued, fully paid and nonassessable and will be free from preemptive rights and free of any Encumbrances.
In any Exchangeable Preferred Newmark Exchange for shares of Newmark Class A Common Stock, Newmark shall pay any documentary, stamp, or similar issue or transfer tax due on the issue of the Newmark Class A Common Stock and upon the transfer of such Newmark Class A Common Stock in such Exchangeable Preferred Newmark Exchange.
Newmark covenants and agrees that it shall from time to time as may be necessary reserve, out of its authorized but unissued Newmark Class A Common Stock, a sufficient number of shares of Newmark Class A Common Stock to effect the exchange of all then outstanding Exchangeable Preferred Units for shares of Newmark Class A Common Stock pursuant to the Exchangeable Preferred Newmark Exchange.
As of the date hereof, it is not expected that the receipt by the holder of an Exchangeable Preferred Limited Partnership Interest of the shares of Newmark Class A Common Stock upon an Exchangeable Preferred Newmark Exchange would cause the holder of the Exchangeable Preferred Limited Partnership Interest to be in an Excess Ownership Position (but no assurance is given that such holder will not be in an Excess Ownership Position in the future).
Newmark covenants and agrees that it shall from time to time as may be necessary reserve, out of its authorized but unissued shares of Newmark Class A Common Stock, a sufficient number of shares of Newmark Class A Common Stock to effect the exchange of all then outstanding Exchangeable Preferred Units for shares of Newmark Class A Common Stock pursuant to an Exchangeable Preferred Newmark Exchange.
In any Exchangeable Preferred Newmark Exchange for shares of Newmark Class A Common Stock, Newmark shall pay any documentary, stamp, or similar issue or transfer tax due on the issue of the shares of Newmark Class A Common Stock and upon the transfer of such shares of Newmark Class A Common Stock in such Exchangeable Preferred Newmark Exchange.