Distribution Law definition

Distribution Law means any and all state and federal fraudulent transfer or fraudulent conveyance laws and applicable state laws regarding the transfer of property (whether by dividend, distribution, redemption, repurchase or otherwise) to holders of common or preferred equity interests, including the Uniform Fraudulent Transfer Act, the Uniform Fraudulent Conveyance Act, the United States Bankruptcy Code, and the Delaware General Corporation Law.
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Distribution Law means any and all state and federal fraudulent transfer or fraudulent conveyance laws and applicable state laws regarding the transfer of property (whether by dividend, distribution, redemption, repurchase or otherwise) to holders of common or preferred equity interests, including the Uniform Fraudulent Transfer Act, the Uniform Fraudulent Conveyance Act, the United States Bankruptcy Code, and the Delaware General Corporation Law. To the extent the Board has made a determination in accordance with any of clauses (a) through (d) above that the closing of the Put or the payment in full of the Put Purchase Amount must be deferred, Company shall use its reasonable good faith efforts to mitigate the circumstances giving rise to such determination. Company shall not, by transfer of assets, consolidation, merger, scheme of arrangement, liquidation, dissolution, issue or sale of securities, or any other voluntary action or transaction, take any action or enter into any transaction, in each case the exclusive purpose of which is to defer a Put Closing or reduce the Put Value. Neither Company nor any of its affiliates shall, without the prior written consent of each Put Participant, enter into any agreement that would prohibit Company from purchasing on the terms set forth in the Definitive Put/Call Documentation the Preferred Interests and/or Common Interests of any Put Participant that are subject to such Put Participant's right to exercise a Put. "Definitive Put/Call Documentation" means the definitive agreements consistent with the terms set forth in this Exhibit B that are negotiated in good faith by Company and the Put Participants. In the event a Put Participant receives a Deferral Notice, the Put Participant shall have the right to cancel such Put exercise and no Call may be exercised in such year, provided that the Put Participant sends written notification of such cancellation to the Board within ten days after receiving the Deferral Notice.
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Distribution Law means any applicable federal, state, local or foreign law, statute, rule or regulation, including, to the extent applicable, the U.S. Foreign Corrupt Practices Act (15 U.S.C. § 78 dd-1 et seq.) and the principles of OECD Anti Bribery Convention and UN Convention taken with resolution 58/4 of October 31, 2003.
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Examples of Distribution Law in a sentence

  • There are two (2) ways to calculate how property is divided in the USA: Equitable Distribution Law Community Property Law 1.) Equitable Distribution Law Equitable distribution law is the “fair” separation of assets (not equal).

  • Historically and prior to the advent of the Equitable Distribution Law in New York in 1980 (Domestic Relations Law §236 Part B), prenuptial agreements dealt primarily with the regulation of estate rights or the waiver or partial waiver of them.

  • The case is also significant in holding that in a pre-Equitable Distribution Law agreement (in this case 1969) a party could waive rights to the equitable distribution of marital property even before those rights were created or even contemplated.

  • International Agency and Distribution Law [2009] - III-▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ 2009-08-12 International Commercial Agreements and Electronic Commerce-▇▇▇▇▇▇▇ ▇.