Capital Events. If any reorganization or reclassification of the capital stock of the Company, or any consolidation or merger of the Company with another corporation, or the sale of all or substantially all of its assets to another corporation (in any instance, a "Capital Event") shall be effected in such a way that holders of Common Stock shall be entitled to receive stock, securities or assets (including cash) with respect to or in exchange for their Common Stock, then, as a condition of such Capital Event, lawful and adequate provisions shall be made whereby the Holder hereof shall thereafter have the right to purchase and receive upon the basis and upon the terms and conditions specified in this Warrant and in lieu of the shares of the Common Stock of the Company immediately theretofore purchasable and receivable upon the exercise of the rights represented hereby, an amount of such shares of stock, securities or assets (including cash) as may have been issued or payable with respect to or in exchange for a number of outstanding shares of such Common Stock equal to the number of shares of such stock immediately theretofore purchasable and receivable upon the exercise of the rights represented hereby had such Capital Event not taken place.
Capital Events. That portion of Distributions attributable to a Capital Event and allocations of Net Income and Net Loss from a Capital Event which is allocated to the Shareholders shall be apportioned among the Persons who were Shareholders of record on the last day of the month during which the Trust received the proceeds of such Capital Event in accordance with their Percentage Interests based upon the number of Shares owned by each such Shareholder on the last day of such month without regard to Capital Accounts or the number of days during such month in which a Person was a Shareholder.
Capital Events. Net Proceeds from a Capital Event shall be distributed as soon as practicable following the Capital Event (i) first, to the Limited Partners pro rata in proportion to their Percentage Interests until the amount of such distribution equals the unreturned balance of the initial Capital Contribution of such Limited Partners less any amounts previously distributed to the Limited Partners under this Section 3.4.2; and (ii) second, to the extent Net Proceeds from a Capital Event remain available for distribution, to the Partners pro rata in proportion to their Percentage Interests.
Capital Events. If there is any other change in the Common Stock of the Company, including recapitalization, reorganization, sale or exchange of assets, exchange of shares, offering of subscription rights, or a merger or consolidation in which the Company is the surviving corporation, an adjustment, if any, shall be made in the shares then subject to this Warrant as the Board of Directors may deem equitable. Failure of the Board of Directors to provide for an adjustment pursuant to this subparagraph prior to the effective date of any Company action referred to herein shall be conclusive evidence that no adjustment is required in consequence of such action.
Capital Events. 14 4.1 Payments Upon Receipt of Capital Proceeds . . . . . . . . 14 4.2 Subordination of Participation Interest on Refinancing. . 16 4.3
Capital Events. In connection with any Capital Event (excluding any Equity Issuance by the REIT), Borrower shall (a) at least five (5) Business Days prior to the Capital Event send to Agent the following: (i) a description of the specific Capital Event and the asset involved, and (ii) a calculation of the anticipated Net Proceeds from such Capital Event, and (b) concurrently with the Capital Event, pay directly to Agent one hundred percent (100%) of the actual Net Proceeds, which amounts shall be applied to payments on the then outstanding amounts due and owing under the Notes. With respect to any Equity Issuance by the REIT, the REIT shall provide to Agent, the reports more particularly described in Section 9.2.3 of this Agreement. All such Net Proceeds shall be paid directly to Agent by the REIT and/or the Borrower and shall be applied to payments on the then outstanding amounts due and owing under the Notes. The parties acknowledge that prior to distribution to the REIT, the Net Proceeds of the Equity Issuances are held by the Escrow Agent pursuant to the Escrow Agreement. As of the date of this Agreement, the REIT has delivered the Direction Letter to the Escrow Agent, which Direction Letter authorizes and directs the Escrow Agent to disburse any and all Net Proceeds directly to the Agent upon the occurrence of an Event of Default hereunder. In the event that the Agent directs the Escrow Agent, pursuant to the Direction Letter, to disburse all Net Proceeds to Agent, then the Borrower, the REIT and the Entities shall comply with the terms and provisions thereof, and shall take such other actions, and execute any and all documents and agreements to further confirm the right of the Agent to receive direct disbursements of Net Proceeds from Equity Issuances occurring from time to time, and which Net Proceeds shall be deposited into an account with Key, and applied by the Agent to the payment of the Obligations, all in accordance with the provisions of Section 9.11 of this Agreement. In the event that the Net Proceeds exceed the total of all amounts due and owing under the Notes, then the Agent shall disburse such excess amounts to the Borrower.
Capital Events. Borrower shall immediately notify Agent of the occurrence of any Capital Event (with the exception of any Equity Issuances by the REIT).
Capital Events to the extent Borrower and/or the REIT fully comply with the terms and provisions of Section 2.3.1 and Section 9.16 of this Agreement relating thereto.
Capital Events. 6.1 The number of Covered Unvested Shares and the Company’s purchase price for the Covered Unvested Shares pursuant to the Repurchase Right shall be subject to such equitable adjustment or change, as determined by the Board, to reflect such events as stock dividends, stock splits, recapitalizations, mergers, consolidations or reorganizations of or by the Company.
Capital Events. That portion of Distributions attributable to a Capital Event and allocations of Net Income and Net Loss from
