Declaration of Distribution. Seller shall not take any action to declare a dividend or to make any distribution of the Purchase Price to the holders of Seller Common Stock (including the adoption by its Board of Directors of a resolution declaring such distribution and establishing a record date and such distribution date), unless (i) such action occurs after the Audited Balance Sheet Date, (ii) such distribution would not constitute a fraudulent conveyance under applicable bankruptcy laws and (iii) such distribution would not violate Section 500 et seq. of the CCC.
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Samples: Agreement of Purchase and Sale (Bell Industries Inc /New/), Agreement of Purchase (Arrow Electronics Inc), Agreement of Purchase (Arrow Electronics Inc)
Declaration of Distribution. Seller shall not take any action to declare a dividend or to make any distribution of the Purchase Price to the holders of Seller Common Stock (including the adoption by its Board of Directors of a resolution declaring such distribution and establishing a record date and such distribution date), unless (i) such action occurs after the 44 -38- Audited Balance Sheet Date, (ii) such distribution would not constitute a fraudulent conveyance under applicable bankruptcy laws and (iii) such distribution would not violate Section 500 et seq. of the CCC.
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