Distribution to Holders Sample Clauses

Distribution to Holders. Whenever the Company intends to distribute to the holders of the Deposited Securities rights to subscribe for additional Shares, the Company shall give notice thereof to the Depositary at least 45 days prior to the proposed distribution stating whether or not it wishes such rights to be made available to Holders. Upon timely receipt of a notice indicating that the Company wishes such rights to be made available to Holders, the Depositary shall consult with the Company to determine, and the Company shall determine, whether it is lawful and reasonably practicable to make such rights available to the Holders. The Depositary shall make such rights available to Holders only if (i) the Company shall have timely requested that such rights be made available to Holders, (ii) the Depositary shall have received satisfactory documentation within the terms of Section 5.7 hereof and (iii) the Depositary shall have determined that such distribution of rights is lawful and reasonably practicable. In the event any of the conditions set forth above are not satisfied, the Depositary shall proceed with the sale of the rights as contemplated in Section 4.4(b) below or, if timing or market conditions may not permit, do nothing thereby allowing such rights to lapse. In the event all conditions set forth above are satisfied, the Depositary shall establish an ADS Record Date (upon the terms described in Section 4.7 hereof) and establish procedures to distribute such rights (by means of warrants or otherwise) and to enable the Holders to exercise the rights (upon payment of applicable fees and charges of, and expenses incurred by, the Depositary and taxes and/or other governmental charges). Nothing herein shall obligate the Depositary to make available to the Holders a method to exercise such rights to subscribe for Shares (rather than ADSs).
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Distribution to Holders. The Company shall send written notice of any meeting of shareholders to the Depositary at least four weeks (or such other time period as may be approved by the Company's shareholders in accordance with its Articles of Association and Norwegian law) prior to the relevant meeting. Upon receipt of such notice from the Company, the Depositary shall promptly thereafter, but in any event within five Business Days (the term "Business Day" shall mean each weekday that is not (i) a day on which banking institutions in the Borough of Manhattan, the City of New York are authorized or obligated by law or executive order to close or (ii) a day on which the market(s) in which Receipts are traded are closed) of receipt of such notice of meeting, distribute to all Holders a notice (the "Notice") containing (A) the information (or a summary thereof in a form prepared by the Company) received by the Depositary in connection with such meeting, including, if applicable, the agenda for the meeting and (B) a statement that Holders, in their capacity as Beneficial Owners or acting on behalf of one or more named Beneficial Owners, as of the close of business on the date specified as the record date for determining Holders entitled to vote at such meeting (the "Record Date"), will be entitled, subject to applicable provisions of Norwegian law and the Company's Articles of Association (the relevant provisions of which will be adequately summarized in the Notice in a form provided by the Company) and to the provisions of the Deposit Agreement and the Deposited Securities, to instruct the Depositary as to the exercise of the voting rights of such Beneficial Owners, if any, pertaining to the Deposited Securities represented by their respective American Depositary Shares by completing and returning to the Depositary by the date specified in such Notice either (x) a request for admission, which may be delivered in physical or electronic form (an "Admission Request"), enabling such Beneficial Owner to gain admission to such meeting in accordance with paragraph (b) of this Section 4.08 or (y) proxy or
Sample 1
Distribution to Holders. Subject to this Section 1.2 and Section 6.12(a), the Seller Parties shall promptly upon receipt of any Cash Consideration (including the Closing Cash Consideration), distribute such Cash Consideration (subject to reserves for Liabilities or anticipated costs) to the Holders in accordance with each Holder’s Proportionate Share of the Cash Consideration, with the aggregate amount of such distribution to a Holder being rounded to the nearest cent.
Sample 1
Distribution to Holders. The Company shall send written notice of any meeting of shareholders to the Depositary at least four weeks (or such other time period as may be approved by the Company's shareholders in accordance with its Articles of Association and Norwegian law) prior to the relevant meeting. Upon receipt of such notice from the Company, the Depositary shall promptly thereafter, but in any event within five Business Days (the term "Business Day" shall mean each weekday that is not (i) a day on which banking institutions in the Borough of Manhattan, the City of New York are authorized or obligated by law or executive order to close or (ii) a day on which the market(s) in which Receipts are traded are closed) of receipt of such notice of meeting, distribute to all Holders a notice (the "Notice") containing (A) the information (or a summary thereof in a form prepared by the Company) received by the Depositary in connection with such meeting, including, if applicable, the agenda for the meeting and (B) a statement that Holders, in their capacity as Beneficial Owners or acting on behalf of one or more named Beneficial Owners, as of the close of
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Distribution to Holders. Within five business days after the Termination Date, the Escrow Agent will release from escrow to the Holders their respective Escrow Shares, plus all Additional Escrow Shares, and invested cash, if any, less (A) any Escrow Shares delivered to Parent in accordance with Section 4 hereof in satisfaction of Claims, and (B) any Escrow Shares subject to delivery to Parent in accordance with Section 4 hereof with respect to any then pending but unresolved Claims. Any Escrow Shares held as a result of clause (B) above will be released to the Holders or released to Parent for cancellation (as appropriate) promptly upon resolution of each specific Claim involved. (d)
Sample 1

Related to Distribution to Holders

  • Distribution to ADS Holders Whenever the Company intends to distribute to the holders of the Deposited Securities rights to subscribe for additional Shares, the Company shall give notice thereof to the Depositary at least 60 days prior to the proposed distribution stating whether or not it wishes such rights to be made available to Holders of ADSs. Upon timely receipt of a notice indicating that the Company wishes such rights to be made available to Holders of ADSs, the Depositary shall consult with the Company to determine, and the Company shall determine, whether it is lawful and reasonably practicable to make such rights available to the Holders. The Depositary shall make such rights available to Holders only if (i) the Company shall have timely requested that such rights be made available to Holders, (ii) the Depositary shall have received satisfactory documentation within the terms of Section 5.7 hereof and (iii) the Depositary shall have determined that such distribution of rights is lawful and reasonably practicable. In the event any of the conditions set forth above are not satisfied, the Depositary shall proceed with the sale of the rights as contemplated in Section 4.4(b) below or, if timing or market conditions may not permit, do nothing thereby allowing such rights to lapse. In the event all conditions set forth above are satisfied, the Depositary shall establish an ADS Record Date (upon the terms described in Section 4.7 hereof) and establish procedures to distribute such rights (by means of warrants or otherwise) and to enable the Holders to exercise the rights (upon payment of applicable fees and charges of, and expenses incurred by, the Depositary and taxes and/or other governmental charges). Nothing herein shall obligate the Depositary to make available to the Holders a method to exercise such rights to subscribe for Shares (rather than ADSs).

  • Notification to Holders Upon termination of the Master Servicer or appointment of a successor to the Master Servicer, in each case as provided herein, the Trustee shall promptly mail notice thereof by first class mail to the Securities Administrator and the Certificateholders at their respective addresses appearing on the Certificate Register. The Trustee shall also, within 45 days after the occurrence of any Event of Default known to the Trustee, give written notice thereof to the Securities Administrator and the Certificateholders, unless such Event of Default shall have been cured or waived prior to the issuance of such notice and within such 45-day period.

  • DISTRIBUTIONS TO HOLDERS OF CERTIFICATES Section 5.01 Distributions Generally. Section 5.02 Distributions from the Certificate Account. Section 5.03 Allocation of Losses. 92 Section 5.04 Advances by Master Servicer, Servicers and Securities Administrator. Section 5.05 Compensating Interest Payments. Section 5.06 Basis Risk Reserve Fund.

  • Distributions to Certificateholders (a) The Trustee shall establish and maintain a separate account as set forth in Article I (the "Certificate Account"), the purpose of which is to accept deposits from the Servicer and to make distributions to the Certificateholders of the amounts set forth in this Section 4.1.

  • Distributions to Shareholders (a) The Trustees shall from time to time distribute ratably among the Shareholders of any class of Shares, or any series of any such class, in accordance with the number of outstanding full and fractional Shares of such class or any series of such class, such proportion of the net profits, surplus (including paid-in surplus), capital, or assets held by the Trustees as they may deem proper or as may otherwise be determined in accordance with this Declaration. Any such distribution may be made in cash or property (including without limitation any type of obligations of the Trust or any assets thereof) or Shares of any class or series or any combination thereof, and the Trustees may distribute ratably among the Shareholders of any class of shares or series of any such class, in accordance with the number of outstanding full and fractional Shares of such class or any series of such class, additional Shares of any class or series in such manner, at such times, and on such terms as the Trustees may deem proper or as may otherwise be determined in accordance with this Declaration.

  • Termination Upon Distribution to Noteholders This Indenture and the respective obligations and responsibilities of the Issuer and the Indenture Trustee created hereby shall terminate upon the distribution to the Noteholders, the Certificate Paying Agent on behalf of the Certificateholders and the Indenture Trustee of all amounts required to be distributed pursuant to Article III; provided, however, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the survivor of the descendants of Xxxxxx X. Xxxxxxx, the late ambassador of the United States to the Court of St. James's, living on the date hereof.

  • Right of Certificateholders to Receive Payments Not to Be Impaired Anything in this Trust Agreement to the contrary notwithstanding, the right of any Certificateholder to receive distributions of payments required pursuant to Section 4.01 hereof on the Certificates when due, or to institute suit for enforcement of any such payment on or after the applicable Distribution Date or other date specified herein for the making of such payment, shall not be impaired or affected without the consent of such Certificateholder.

  • Residual Distributions If the Liquidation Preference has been paid in full to all holders of Designated Preferred Stock and the corresponding amounts payable with respect of any other stock of the Issuer ranking equally with Designated Preferred Stock as to such distribution has been paid in full, the holders of other stock of the Issuer shall be entitled to receive all remaining assets of the Issuer (or proceeds thereof) according to their respective rights and preferences.

  • Certificate Distribution Account The Certificate Distribution Account shall be established as a non-interest bearing trust account pursuant to Section 4.1 of the Sale and Servicing Agreement. Funds on deposit in the Certificate Distribution Account shall be held uninvested. The Certificateholders shall possess all beneficial right, title and interest in and to all funds on deposit from time to time in the Certificate Distribution Account and all proceeds thereof. Except as otherwise provided herein, in the Indenture or in the Sale and Servicing Agreement, the Certificate Distribution Account shall be under the sole dominion and control of the Certificate Paying Agent for the benefit of the Certificateholders. If, at any time, the Certificate Distribution Account ceases to be an Eligible Account, the Servicer on behalf of the Issuer, shall, within ten (10) Business Days (or such longer period) after becoming aware of the fact, establish a new Certificate Distribution Account as an Eligible Account and shall direct the Certificate Paying Agent to transfer any cash then on deposit in the Certificate Distribution Account to such new Certificate Distribution Account.

  • Distributions to Record Holders (a) Subject to the applicable provisions of the Delaware Act and except as otherwise provided herein, the Manager may, in its sole discretion, at any time and from time to time, declare, make and pay distributions of cash or other assets of the Company to the Members. Subject to the terms of any Share Designation (including, without limitation, the preferential rights, if any, of holders of any other class of Shares of the Company) and of Article XIII, distributions shall be paid to the holders of Common Shares on an equal per-Share basis as of the Record Date selected by the Manager. Notwithstanding any provision to the contrary contained in this Agreement, the Company shall not be required to make a distribution to any Member on account of its interest in the Company if such distribution would violate the Delaware Act or other applicable law.

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