VMTP Preferred Shares definition
Examples of VMTP Preferred Shares in a sentence
All negotiations between the Purchaser (or any of its affiliates) and the Fund regarding the VMTP Preferred Shares have been consistent with such intent and understanding.
The Fund has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with its sale of the VMTP Preferred Shares.
The Fund agrees to treat the VMTP Preferred Shares as equity of the Fund for all U.S. federal, state, and local income and other tax purposes.
The VMTP Preferred Shares have been duly authorized and, when issued upon payment therefor by the Purchaser as contemplated in this Agreement, will be validly issued by the Fund and are fully paid and nonassessable and are free of any preemptive or similar rights.
Assuming the accuracy of the representations and warranties of the Purchaser in Section 5.07 and 5.08 hereof, no registration of the VMTP Preferred Shares under the Securities Act is required for the offer and sale of the VMTP Preferred Shares in the manner contemplated by this Agreement and the Information Statement.
The Fund understands that nothing in this Agreement, the Information Statement, or any other materials presented to the Fund in connection with the purchase and sale of the VMTP Preferred Shares constitutes legal, tax or investment advice from the Purchaser.
The Purchaser has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with its purchase of the VMTP Preferred Shares.
No failure or delay by the Fund or the Shareholder in exercising any right, power or privilege under or in respect of the VMTP Preferred Shares shall affect the rights, powers or privileges of the Fund or the Shareholder hereunder or shall operate as a limitation or waiver thereof.
All written information, written reports and other papers and written data prepared by the Fund and furnished to the Purchaser in connection with its purchase of the VMTP Preferred Shares, at the time the same were prepared, accurately set forth the information purported to be included therein in all material respects when taken together as a whole with the Information Statement, and did not materially misrepresent the financial position, operations or prospects of the Fund.
The rights of the Purchaser hereunder are separate from and in addition to any rights that any Holder or Beneficial Owner of any VMTP Preferred Shares may have under the terms of such VMTP Preferred Shares or any Related Document or otherwise.