Examples of Xxxx Elsevier in a sentence
The amounts so agreed shall, subject as provided in paragraph 4.5 below, form the basis for calculation of the E Target Dividend and the R Target Dividend respectively for the purposes of article 105 (Income Rights) of the articles of association of Xxxx Elsevier.
Whenever practicable, the parties shall endeavour to secure the approval of any such announcement by the Xxxx Elsevier Board, to the extent it relates to the business or results of the Xxxx Elsevier Group.
The parties shall procure that Xxxx Elsevier supplies them with the information as to the timing of future dividend declaration and payments which they require for the purpose of calculating the relevant amounts.
The parties shall exercise all voting and other rights and powers available to them so as to give effect to the provisions of this Agreement and shall further (if necessary) ensure any required amendment to the memorandum or articles of association or other constitutional document of any member of the Xxxx Elsevier Group or of the Finance Group as may be necessary to give effect to the intent and purpose of this Agreement.
The parties shall co-operate, and shall each, so far as it is able, ensure that members of the Xxxx Elsevier Group and members of the Finance Group co-operate, to ensure that PLC and NV are in a position to comply with obligations imposed on them by stock exchanges on which their shares are from time to time listed, quoted or traded.
In the event of any conflict between the provisions of this Agreement and the memorandum or articles of association or other constitutional document of any member of the Xxxx Elsevier Group or of the Finance Group, the provisions of this Agreement shall prevail as between the parties.
PLC and NV shall not be required to give any guarantee or indemnity at the request of the other or at the request of any member of the Xxxx Elsevier Group or the Finance Group.
Any and all notices to be given to the Issuer shall be deemed to have been duly given if personally delivered or sent by mail or cable, telex or facsimile transmission confirmed by letter, addressed to Xxxx Elsevier PLC, 00 Xxxxxxxx Xxxxxx, Xxxxxx XX0X0XX, Attention: Company Secretary, or any other place to which the Issuer may have transferred its principal office.
Any and all notices to be given to the Company shall be deemed to have been duly given if personally delivered or sent by mail, air courier or cable, telex or facsimile transmission, confirmed by letter personally delivered or sent by mail or air courier, addressed to Xxxx Elsevier N.V., Xxxxxxxx 00, 0000 XX, Xxxxxxxxx, Xxx Xxxxxxxxxxx, Attention: Company Secretary, or to any other address which the Company may specify in writing to the Depositary.
Each Transferred Employee (which employee shall be a Domestic Employee) who is eligible to participate in the Xxxx Elsevier US Salary Investment Plan (the “Xxxx Elsevier 401(k) Plan”) immediately prior to the Closing Date will become eligible to participate in the Buyer 401(k) Plan as soon as practicable after the Closing Date.