Examples of Marathon Shares in a sentence
Where the application of the provisions of this Agreement, including, without limitation, Article 5, would otherwise result in a Beneficiary (or the Trustee, on behalf of the Beneficiary) receiving a fraction of a Marathon Share the Beneficiary (or the Trustee on behalf of the Beneficiary) shall be entitled to receive the nearest whole number of Marathon Shares.
Marathon and CallCo will in good faith expeditiously take all such actions and do all such things as are reasonably necessary or desirable to cause all Marathon Shares to be delivered pursuant to the Exchange Rights or the Automatic Exchange Rights to be listed, quoted or posted for trading on all stock exchanges and quotation systems on which outstanding Marathon Shares are then principally listed, quoted or posted for trading at such time.
The authorized capital of Marathon consists of an unlimited number of common shares and an unlimited number of special shares, issuable in series, of which 17,000,000 Marathon Shares have been validly issued and are outstanding as fully paid and non-assessable.
No dividends or distributions declared or made after the Effective Date with respect to Stillwater Shares with a record date after the Effective Date will be payable or paid to the holder of any unsurrendered certificate or certificates which, immediately prior to the Effective Date, represented outstanding Marathon Shares unless and until the holder of such certificate shall have complied with the provisions of this section 5.
AcquisitionCo, Marathon and the Depositary shall be entitled to deduct and withhold from any dividend or consideration otherwise payable to any holder of Common Shares, Marathon Shares or Exchangeable Shares such amounts as Western, AcquisitionCo, Marathon or the Depositary is required to deduct and withhold with respect to such payment under the ITA, the United States Internal Revenue Code of 1986 or any provision of federal, provincial, territorial, state, local or foreign tax law.
The purchase price for each such Exchangeable Share so purchased may be satisfied only by Marathon or CallCo, as applicable, delivering or causing to be delivered to the Trustee, on behalf of the relevant Beneficiary, that number of Marathon Shares equal to the Exchange Ratio as at the Business Day prior to the Liquidation Event Effective Time, such purchase price to be paid in accordance with Section 5.12(d) (but less any amounts withheld pursuant to Section 5.13).
All such Marathon Shares shall be free and clear of any lien, claim, encumbrance, security interest or adverse claim or interest.
This includes your name, email address, and the company for whom you work.
The aggregate number of voting rights in relation to Beneficiary Votes to which any individual Beneficiary may be entitled in respect of any fractional entitlements to Marathon Shares shall be rounded down to the nearest whole number of Marathon Shares.
Marathon and CallCo hereby represent, warrant and covenant that the Marathon Shares issuable as described herein will be duly authorized and validly issued as fully paid and non-assessable and shall be free and clear of any lien, claim or encumbrance.