Capitalization mechanism Sample Clauses

Capitalization mechanism. The Loan shall, without exception, be capitalized through the conversion of the Loan Amount (excluding any withholding tax to be applied to the Interest) into Company's shares by means of the Capital Increase. In this regard, either upon the Conversion at Maturity or the Conversion at Liquidity Event, the Loan shall automatically become due and payable (líquido, vencido y exigible). The Company's management body shall meet within five Business Days after the Maturity Date or the date when the Conversion Notice is provided to the Lender, as the case may be, in order to approve the director's report required for the Capital Increase by Section 301.2 of the Spanish Corporate Act (Real Decreto Legislativo 1/2010, de 2 de xxxxx, por el que se aprueba el texto refundido de xx Xxx de Sociedades de Capital), which shall also include the mandatory certificate by the Company's auditor. The Shareholders' Meeting of the Company shall approve the Capital Increase within ten Business Days since the date when the director's report has been made available to the Company's shareholders. The Lender hereby irrevocably accepts the capitalization of the Loan pursuant to the provisions of this Agreement, and therefore the capitalization shall be made automatically and simultaneously (en unidad de acto) with the Capital Increase. Notwithstanding the above, the Lender hereby undertakes to carry out whichever acts are necessary or convenient for the execution of the Capital Increase, including but not limited to signing, granting and subscribing as many public deeds or private documents as necessary to declare the maturity of the Loan as set out in this Agreement. Once the corporate resolutions for the Capital Increase have been adopted and documented, the Company shall proceed to file the relevant public deed/s for registration with the Commercial Registry.
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Related to Capitalization mechanism

  • Validation Mechanism To be eligible for articulation, the student must show evidence of their CompTIA A+ certification and it must have been issued within three (3) years prior to their enrollment in the program.

  • Capitalization The Company has an authorized capitalization as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus under the heading “Capitalization”; all the outstanding shares of capital stock of the Company have been duly and validly authorized and issued and are fully paid and non-assessable and are not subject to any pre-emptive or similar rights; except as described in or expressly contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, there are no outstanding rights (including, without limitation, pre-emptive rights), warrants or options to acquire, or instruments convertible into or exchangeable for, any shares of capital stock or other equity interest in the Company or any of its subsidiaries, or any contract, commitment, agreement, understanding or arrangement of any kind relating to the issuance of any capital stock or other equity interest in the Company or any such subsidiary, any such convertible or exchangeable securities or any such rights, warrants or options; the capital stock of the Company conforms in all material respects to the description thereof contained in the Registration Statement, the Pricing Disclosure Package and the Prospectus; and all the outstanding shares of capital stock or other equity interests of each subsidiary owned, directly or indirectly, by the Company have been duly and validly authorized and issued, are fully paid and non-assessable and are owned directly or indirectly by the Company, free and clear of any lien, charge, encumbrance, security interest, restriction on voting or transfer or any other claim of any third party, except, in each case, where such failure would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

  • Transaction Limitations During any calendar month, You may not make more than six withdrawals from or transfers to another Credit Union Account of Yours or to a third party by means of a pre-authorized or automatic transfer or telephonic order or instruction, or by check, draft, debit card, if applicable, or similar order to a third party. If You exceed these limitations, Your Account may be subject to closure by the Credit Union. SPECIFIC TERMS APPLICABLE TO YOUR HOLIDAY CLUB ACCOUNT Variable Rate Information. This Account is subject to a Variable Rate. For the current dividend rate and corresponding APY, refer to the accompanying account disclosure rate supplement which We have included with and made a part of this Disclosure. Minimum Balance Requirements. No minimum balance requirements apply to this Account. Transaction Limitations. After Your Account is established, You may not make any withdrawals from Your Account, except for the scheduled withdrawal that occurs on October of each year (“Scheduled Withdrawal Date”). On the Scheduled Withdrawal Date each year (or on the next business day if the Scheduled Withdrawal Date is not a business day) We will transfer the entire balance then on deposit to Your Share Account. If You exceed these limitations, Your Account may be subject to closure by the Credit Union. SPECIFIC TERMS APPLICABLE TO YOUR VACATION CLUB ACCOUNT Variable Rate Information. This Account is subject to a Variable Rate. For the current dividend rate and corresponding APY, refer to the accompanying account disclosure rate supplement which We have included with and made a part of this Disclosure. Minimum Balance Requirements. No minimum balance requirements apply to this Account. Transaction Limitations. After Your Account is established, You may not make any withdrawals from Your Account, except for the scheduled withdrawal that occurs on April of each year (“Scheduled Withdrawal Date”). On the Scheduled Withdrawal Date each year (or on the next business day if the Scheduled Withdrawal Date is not a business day) We will transfer the entire balance then on deposit to Your Share Account. If You exceed these limitations, Your Account may be subject to closure by the Credit Union. SPECIFIC TERMS APPLICABLE TO YOUR IRA ACCOUNT Tiered Variable Rate Information. This Account is subject to a Tiered Variable Rate. For the current dividend rate and corresponding APY, refer to the accompanying account disclosure rate supplement which We have included with and made a part of this Disclosure. Minimum Balance Requirements. In order to earn the disclosed APY, You must maintain an average daily balance that is at least equal to $100.00. Transaction Limitations. Individual Retirement Accounts (IRAs) are also subject to limitations imposed by the Internal Revenue Service. Please consult Your IRA agreement or tax advisor for additional information. SPECIFIC TERMS APPLICABLE TO YOUR BASIC SHARE DRAFT ACCOUNT Dividend Information. No dividends are paid on this Account. Minimum Balance Requirements. No minimum balance requirements apply to this Account. Transaction Limitations. No transaction limitations apply to this Account. SPECIFIC TERMS APPLICABLE TO YOUR SUPER SHARE DRAFT ACCOUNT Variable Rate Information. This Account is subject to a Variable Rate. For the current dividend rate and corresponding APY, refer to the accompanying account disclosure rate supplement which We have included with and made a part of this Disclosure. Minimum Balance Requirements. In order to earn the disclosed APY, You must maintain an average daily balance that is at least equal to $2,000.00. Transaction Limitations. No transaction limitations apply to this Account. SPECIFIC TERMS APPLICABLE TO YOUR SUPER PLUS SHARE DRAFT ACCOUNT Variable Rate Information. This Account is subject to a Variable Rate. For the current dividend rate and corresponding APY, refer to the accompanying account disclosure rate supplement which We have included with and made a part of this Disclosure. Minimum Balance Requirements. In order to earn the disclosed APY, You must have on deposit with the credit union an aggregate total of $3,000.00 in the following Accounts: (a) IRA; (b) savings; (c) holiday; (d) vacation; (e) share draft;

  • Rights Protection Mechanisms Registry Operator shall implement and adhere to the rights protection mechanisms (“RPMs”) specified in this Specification. In addition to such RPMs, Registry Operator may develop and implement additional RPMs that discourage or prevent registration of domain names that violate or abuse another party’s legal rights. Registry Operator will include all RPMs required by this Specification 7 and any additional RPMs developed and implemented by Registry Operator in the registry-­‐registrar agreement entered into by ICANN-­‐accredited registrars authorized to register names in the TLD. Registry Operator shall implement in accordance with requirements set forth therein each of the mandatory RPMs set forth in the Trademark Clearinghouse as of the date hereof, as posted at xxxx://xxx.xxxxx.xxx/en/resources/registries/tmch-­‐requirements (the “Trademark Clearinghouse Requirements”), which may be revised in immaterial respects by ICANN from time to time. Registry Operator shall not mandate that any owner of applicable intellectual property rights use any other trademark information aggregation, notification, or validation service in addition to or instead of the ICANN-­‐

  • Calculation methodology No adjustment in the Conversion Price need be made unless the adjustment would require an increase or decrease of at least 1% in the Conversion Price then in effect, provided that any adjustment that would otherwise be required to be made shall be carried forward and taken into account in any subsequent adjustment. Except as stated in this Article VI, the Conversion Rate will not be adjusted for the issuance of Common Stock or any securities convertible into or exchangeable for Common Stock or carrying the right to purchase any of the foregoing. Any adjustments that are made shall be carried forward and taken into account in any subsequent adjustment. All calculations under Article V and Section 6.06 hereof and this Section 6.07 shall be made to the nearest cent or to the nearest 1/10,000th of a share, as the case may be.

  • How Are Contributions to a Xxxx XXX Reported for Federal Tax Purposes You must file Form 5329 with the IRS to report and remit any penalties or excise taxes. In addition, certain contribution and distribution information must be reported to the IRS on Form 8606 (as an attachment to your federal income tax return.)

  • Rights Protection Mechanisms and Abuse Mitigation ­‐ Registry Operator commits to implementing and performing the following protections for the TLD:

  • Liability Calculation Method Per Claim Unless subject to a fixed dollar copayment, the calculation of Member liability on claims for Out-of-Area Covered Health Care Services processed through the BlueCard Program will be based on the lower of the provider’s billed charges or the negotiated price made available to Blue Shield by the Host Blue. Host Blues determine a negotiated price, which is reflected in the terms of each Host Blue’s health care provider contracts. The negotiated price made available to Blue Shield by the Host Blue may be represented by one of the following:

  • Split Transactions You can instruct a merchant to charge your Card for part of a purchase and pay any remaining amount with cash or another card. This is called a “split transaction.” Some merchants do not permit split transactions. If you wish to conduct a split transaction, you must tell the merchant the exact amount you would like charged to your Card. If you fail to inform the merchant you would like to complete a split transaction and you do not have sufficient available funds in your Account to cover the entire purchase amount, your Card is likely to be declined.

  • Payment Mechanism All payments under this Agreement shall be made in United States Dollars, unless otherwise agreed, and within ten (10) days after the end of the month in which the obligation to make the payment is incurred to a bank specified by the Party to whom the payment is due.

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