Common use of In-Kind Distributions Clause in Contracts

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Company Shares to its direct or indirect equityholders, the Company will reasonably cooperate with and assist such Holder, such equityholders and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder (including the delivery of instruction letters by the Company or its counsel to the Company’s transfer agent, the delivery of customary legal opinions by counsel to the Company and the delivery of Company Shares without restrictive legends, to the extent no longer applicable).

Appears in 21 contracts

Samples: Stockholders’ Agreement (Keane Group, Inc.), Intercreditor Agreement, Registration Rights Agreement (CrowdStrike Holdings, Inc.)

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In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Company Shares to its direct or indirect equityholders, the Company will will, subject to applicable lockups pursuant to Section 2.04, reasonably cooperate with and assist such Holder, such equityholders and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder (including the delivery of instruction letters by the Company or its counsel to the Company’s transfer agent, the delivery of customary legal opinions by counsel to the Company agent and the delivery of Company Shares without restrictive legends, to the extent no longer applicable).

Appears in 5 contracts

Samples: Registration Rights Agreement (Endurance International Group Holdings, Inc.), Registration Rights Agreement (Interactive Data Holdings Corp), Registration Rights Agreement (Forest Oil Corp)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Company Shares to its such Holder’s direct or indirect equityholders, the Company will reasonably cooperate with and assist such Holder, such equityholders and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder (including the delivery of instruction letters by the Company or its counsel to the Company’s transfer agent, the delivery of customary legal opinions by counsel to the Company and the delivery of Company Shares without restrictive legends, to the extent the restrictions set forth therein are no longer applicable).

Appears in 5 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (Eagle Bulk Shipping Inc.), Registration Rights Agreement (Pacific Drilling S.A.)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Company Shares to its direct or indirect equityholders, the Company will will, subject to applicable lockups pursuant to Section 2.04, reasonably cooperate with and assist such Holder, such equityholders and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder (including the delivery of instruction letters by the Company or its counsel to the Company’s transfer agent, the delivery of customary legal opinions by counsel to the Company and the delivery of Company Shares without restrictive legends, to the extent no longer applicable).

Appears in 3 contracts

Samples: Registration Rights Agreement (Silk Road Medical Inc), Registration Rights Agreement (Silk Road Medical Inc), Registration Rights Agreement (Silk Road Medical Inc)

In-Kind Distributions. If any Holder seeks to effectuate effect an in-kind distribution of all or part of its Company Shares to its direct or indirect equityholders, the Company will reasonably cooperate with and assist such Holder, such equityholders and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder (including the delivery of instruction letters by the Company or its counsel to the Company’s transfer agent, the delivery of customary legal opinions by counsel to the Company and the delivery of Company Shares without restrictive legends, to the extent no longer applicable).

Appears in 3 contracts

Samples: Registration Rights Agreement (Sophiris Bio Inc.), Registration Rights Agreement (Sophiris Bio Inc.), Registration Rights Agreement (Sophiris Bio Inc.)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Company Shares to its direct or indirect equityholders, the Company will reasonably cooperate with and assist such Holder, such equityholders and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder (including the delivery of instruction letters by the Company or its counsel to the Company’s transfer agent, the delivery of customary legal opinions by counsel to the Company and the delivery of Company Shares without restrictive legends, to the extent no longer applicable).

Appears in 3 contracts

Samples: Shareholders’ Agreement (Brown David Craig), Shareholders’ Agreement (Victory Capital Holdings, Inc.), Shareholders’ Agreement (Victory Capital Holdings, Inc.)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Company Shares to its direct or indirect equityholders, the Company will reasonably cooperate with and assist such Holder, such equityholders and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder (including the delivery of instruction letters by the Company or its counsel to the Company’s transfer agent, the delivery of customary legal opinions by counsel to the Company and the delivery of Company Shares without restrictive legends, to the extent no longer applicableapplicable or advisable).

Appears in 2 contracts

Samples: Shareholders Agreement (Star Bulk Carriers Corp.), Registration Rights Agreement (Oaktree Capital Management Lp)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Company Shares to its direct or indirect equityholders, the Company will will, subject to applicable lockups pursuant to Section 2.05, reasonably cooperate with and assist such Holder, such equityholders and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder (including the delivery of instruction letters by the Company or its counsel to the Company’s transfer agent, the delivery of customary legal opinions by counsel to the Company agent and the delivery of Company Shares without restrictive legends, to the extent no longer applicable).

Appears in 2 contracts

Samples: Registration Rights Agreement (GLOBALFOUNDRIES Inc.), Registration Rights Agreement (GLOBALFOUNDRIES Inc.)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Company Common Shares to its direct or indirect equityholders, the Company will will, subject to applicable lockups pursuant to Section 2.04, reasonably cooperate with and assist such Holder, such equityholders and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder (including the delivery of instruction letters by the Company or its counsel to the Company’s transfer agent, the delivery of customary legal opinions by counsel to the Company agent and the delivery of Company Common Shares without restrictive legends, to the extent no longer applicable).

Appears in 2 contracts

Samples: Registration Rights Agreement (Cushman & Wakefield PLC), Registration Rights Agreement (Cushman & Wakefield PLC)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Company Shares to its direct or indirect equityholders, the Company will will, subject to applicable lock-ups pursuant to Section 2.04, reasonably cooperate with and assist such Holder, such equityholders and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder (including the delivery of instruction letters by the Company or its counsel to the Company’s transfer agent, the delivery of customary legal opinions by counsel to the Company agent and the delivery of Company Shares without restrictive legends, to the extent no longer applicable).

Appears in 2 contracts

Samples: Registration Rights Agreement (Sotera Health Co), Registration Rights Agreement (Sotera Health Co)

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In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Company Shares to its direct or indirect equityholders, the Company will reasonably cooperate with and assist such Holder, such equityholders and the Company’s 's transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder (including the delivery of instruction letters by the Company or its counsel to the Company’s 's transfer agent, the delivery of customary legal opinions by counsel to the Company and the delivery of Company Shares without restrictive legends, to the extent no longer applicable).

Appears in 2 contracts

Samples: Registration Rights Agreement (Star Bulk Carriers Corp.), Registration Rights Agreement (Star Bulk Carriers Corp.)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Company Shares to its direct or indirect equityholders, the Company will will, subject to applicable lockups pursuant to Section 2.05, reasonably cooperate with and assist such Holder, such equityholders and the Company’s 's transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder (including the delivery of instruction letters by the Company or its counsel to the Company’s 's transfer agent, the delivery of customary legal opinions by counsel to the Company agent and the delivery of Company Shares without restrictive legends, to the extent no longer applicable).

Appears in 1 contract

Samples: Registration Rights Agreement (GLOBALFOUNDRIES Inc.)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Company Shares Registrable Securities to its direct or indirect equityholdersequityholders or limited partners, the Company will reasonably cooperate with and assist such Holder, such equityholders or limited partners and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder (including the delivery of instruction letters by the Company or its counsel to the Company’s transfer agent, the delivery of customary legal opinions by counsel to the Company and the delivery of Company Shares securities without restrictive legends, to the extent no longer applicable).

Appears in 1 contract

Samples: Registration Rights Agreement (Claire's Holdings LLC)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Company Shares to its direct or indirect equityholders, the 44 Company will reasonably cooperate with and assist such Holder, such equityholders and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder (including the delivery of instruction letters by the Company or its counsel to the Company’s transfer agent, the delivery of customary legal opinions by counsel to the Company and the delivery of Company Shares without restrictive legends, to the extent no longer applicable).

Appears in 1 contract

Samples: Stockholders’ Agreement (Keane Group, Inc.)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Company Shares shares of Common Stock to its direct or indirect equityholdersstockholders, the Company will reasonably cooperate with and assist such Holder, such equityholders stockholders and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder (including the delivery of instruction letters by the Company or its counsel to the Company’s transfer agent, the delivery of customary legal opinions by counsel to the Company and the delivery of Company Shares shares of Common Stock without restrictive legends, to the extent no longer applicable).

Appears in 1 contract

Samples: Investors Rights Agreement (CURO Group Holdings Corp.)

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