Section 424 Sample Clauses

Section 424. Amendments of Other Indentures .............................. 46
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Section 424. Reserved................................................ 41
Section 424. Reserved.
Section 424. [] The compensation to be paid by BancGroup or Acquired Corporation to the officers and employees of Acquired Corporation under any stock option, employment, or noncompete agreement will be at a rate equal to the fair market value of the services actually performed and will be commensurate with amounts paid to third parties bargaining at arm's length for similar services. In addition none of the compensation to be received by the shareholder-employees of Acquired Corporation will be part of the consideration for their target stock. [] At the time of the merger, Acquired Corporation will not have outstanding any warrants, convertible securities, or any other right pursuant to which any person could acquire stock in Acquired Corporation except for the 138,000 shares of Acquired Corporation stock subject to the Stock Option Agreement. [] The Merger will be consummated in compliance with the material terms of the Agreement and none of the material terms and conditions therein have been waived or modified and BancGroup has no plan or intention to waive or modify any such material condition TAX CONSEQUENCES TO ACQUIRED CORPORATION AND BANCGROUP
Section 424. If the cashless exercise feature constitutes a material modification, such modifications will result in the deemed granting of new options to all holders of incentive stock options. The new options will be subject to the requirements of I.R.C. Section 424 at the date of material modification. The exercise of a disqualified incentive stock option will entitle Acquired Corporation to a compensation deduction when the option is exercised.
Section 424. Mandatory Redemption Upon Sale of Equity............... 41
Section 424. 4 and Part 426 are revised to clarify that nonsubscriber rates are the same as regular rates.
Section 424. Colonial Bank will acquire "substantially all" of the assets of Acquired Bank as part of the merger. Generally, the "substantially all" requirement will be satisfied if there is a transfer of assets representing at least 90% of the fair market value of the net assets and at least 70% of the fair market value of the gross assets held by Acquired Bank immediately prior to the transfer. TAX CONSEQUENCES TO ACQUIRED BANK, COLONIAL BANK, AND BANCGROUP

Related to Section 424

  • Section 512 Control By Holders................................. 37 Section 513. Waiver of Past Defaults............................ 37

  • SECTION 515 Waiver of Stay or Extension Laws................... 38 ARTICLE SIX

  • SECTION 510 Rights and Remedies Cumulative.......................... 35 Section 511. Delay or Omission Not Waiver............................ 35 Section 512. Control by Holders...................................... 36 Section 513. Waiver of Past Defaults................................. 36

  • Section 511 Delay or Omission Not Waiver....................... 36

  • SECTION 312 The Primary Servicer shall promptly (but in no event later than thirty (30) days after the related inspection or receipt of the inspection report, which ever is later, or collection, as applicable) forward to the Master Servicer a copy of all inspection reports prepared by the Primary Servicer and all operating statements, budgets, rent rolls and financial statements collected by the Primary Servicer. The Primary Servicer may engage a third party at its cost to perform property inspections and prepare property inspection reports without first obtaining the consent of the Master Servicer; provided, however, that the Primary Servicer shall remain obligated and primarily liable to the Master Servicer for satisfactory completion of the inspections and reports as required by this Agreement. If any inspection report identifies a “life safety” or other material deferred maintenance item existing with respect to the related Mortgaged Property, the Sub-Servicer (x) shall promptly send to the related Borrower (with a copy to the Master Servicer by email to xxxxxx@xxxxxxxxxx.xxx) a letter identifying such deferred maintenance item and instructing the related Borrower to correct such deferred maintenance item and (y) shall notify the Master Servicer (by email to xxxxxx@xxxxxxxxxx.xxx) upon resolution of such life safety or deferred maintenance item.

  • SECTION 514 Undertaking for Costs.............................. 37

  • Section 4.5 7 The President of the Association and designated representatives may be provided time off without loss 8 of pay to a maximum of ten (10) days per year to attend local, regional or State meetings when the 9 purpose of those meetings is in the best interest of the District as determined by the District 10 administration.

  • of the Disclosure Schedule To the Knowledge of the Company there are no strikes, slowdowns, work stoppages, lockouts or threats thereof by or with respect to any of the employees of the Company.

  • SECTION 614 Appointment of Authenticating Agent...................................................... 35

  • Section 6.2 13 The Association representatives may represent the Association and employees in meeting with officials 14 of the District to discuss appropriate matters of mutual interest. They may receive and investigate to 15 conclusion complaints or grievances of employees on District time and thereafter advise employees of 16 rights and procedures outlined in this Agreement and applicable regulations or directives for resolving 17 the grievances or complaints. They may not, however, continue to advise the employee on courses of 18 action after the employee has indicated a desire not to pursue a grievance. This does not, however, 19 preclude the Association's right to pursue the matter to conclusion. They may consult with the District 20 on complaints without a grievance being made by an individual employee.