Common use of Distributions Other Than Cash Clause in Contracts

Distributions Other Than Cash. Whenever the Depositary shall receive any distribution other than cash on the deposited Preferred Stock, the Depositary shall, subject to Sections 3.1 and 3.2, distribute to record holders of Receipts on the record date fixed pursuant to Section 4.4 such amounts of the securities or property received by it as the Company shall reasonably direct. If in the opinion of the Company, in consultation with the Depositary, such distribution cannot be made proportionately among such record holders, or if for any other reason (including any requirement that the Company or the Depositary withhold an amount on account of taxes) the Company deems, after consultation with the Depositary, such distribution not to be feasible, the Company may adopt such method as it deems equitable and practicable for the purpose of effecting such distribution, including the sale (at public or private sale) by the Company of the securities or property thus received, or any part thereof, at such place or places and upon such terms as it may deem proper. The net proceeds of any such sale shall be, subject to Sections 3.1 and 3.2, distributed or made available for distribution, as the case may be, by the Depositary to record holders of Receipts as provided by Section 4.1 in the case of a distribution received in cash.

Appears in 2 contracts

Samples: Deposit Agreement (M&t Bank Corp), Deposit Agreement (M&t Bank Corp)

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Distributions Other Than Cash. Whenever the Depositary shall receive any distribution other than cash on the deposited Preferred Stock, the Depositary shall, subject to Sections 3.1 and Section 3.2, distribute to record holders of Receipts on the record date fixed pursuant to Section 4.4 such amounts of the securities or property received by it as are, as nearly as practicable, in proportion to the respective numbers of Depositary Shares evidenced by the Receipts held by such holders, in any manner that the Depositary and the Company shall reasonably directmay deem equitable and practicable for accomplishing such distribution. If If, in the opinion of the Company, in Company after consultation with the Depositary, such distribution cannot be made proportionately among such record holders, or if for any other reason (including any requirement that the Company or the Depositary withhold an amount on account of taxes) taxes or as otherwise required by law, regulation or court order), the Company Depositary deems, after consultation with the DepositaryCompany, such distribution not to be feasible, the Company may Depositary may, with the approval of the Company, adopt such method as it deems equitable and practicable for the purpose of effecting such distribution, including the sale (at public or private sale) by the Company of the securities or property thus received, or any part thereof, at such place or places and upon such terms as it may deem proper. The net proceeds of any such sale shall beshall, subject to Sections 3.1 and Section 3.2, be distributed or made available for distribution, as the case may be, by the Depositary to record holders of Receipts as provided by Section 4.1 in the case of a distribution received in cash.

Appears in 2 contracts

Samples: Deposit Agreement (Level 3 Communications Inc), Deposit Agreement (Ventas Inc)

Distributions Other Than Cash. Whenever the Depositary shall receive any distribution other than cash on cash, rights, preferences or privileges upon the deposited Preferred StockPreference Shares, the Depositary shall, subject to Sections 3.1 and 3.2Section 3.02, distribute to record holders of Receipts on the record date fixed pursuant to Section 4.4 4.04 such amounts of the securities or property received by it as are, as nearly as practicable, in proportion to the respective numbers of Depositary Shares evidenced by the Receipts held by such holders, in any manner that the Depositary and the Company shall reasonably directmay deem equitable and practicable for accomplishing such distribution. If If, in the opinion of the Company, in Company after consultation with the Depositary, such distribution cannot be made proportionately among such record holders, or if for any other reason (including any requirement that the Company tax withholding or securities law requirement), the Depositary withhold an amount on account of taxes) the Company deems, after consultation with the DepositaryCompany, such distribution not to be feasible, the Depositary may, with the approval of the Company may which approval shall not be unreasonably withheld, adopt such method as it deems equitable and practicable for the purpose of effecting such distribution, including the sale (at public or private sale) by the Company of the securities or property thus received, or any part thereof, at such place or places and upon such terms as it may deem proper. The net proceeds of any such sale shall beshall, subject to Sections 3.1 and 3.2Section 3.02, be distributed or made available for distribution, as the case may be, by the Depositary to record holders of Receipts as provided by Section 4.1 4.01 in the case of a distribution received in cash.

Appears in 1 contract

Samples: Deposit Agreement (MRH Capital Trust I)

Distributions Other Than Cash. Whenever the Depositary shall receive any distribution other than cash on cash, rights, preferences or privileges upon the deposited Preferred Stock, the Depositary shall, subject to Sections 3.1 and 3.2Section 3.02, distribute to record holders of Receipts on the record date fixed pursuant to Section 4.4 4.04 such amounts of the securities or property received by it as are, as nearly as practicable, in proportion to the respective numbers of Depositary Shares evidenced by the Receipts held by such holders, in any manner that the Depositary and the Company shall reasonably directmay deem equitable and practicable for accomplishing such distribution. If If, in the opinion of the Company, in Company after consultation with the Depositary, such distribution cannot be made proportionately among such record holders, or if for any other reason (including any requirement that the Company tax withholding or securities law requirement), the Depositary withhold an amount on account of taxes) the Company deems, after consultation with the DepositaryCompany, such distribution not to be feasible, the Depositary may, with the approval of the Company may which approval shall not be unreasonably withheld, adopt such method as it deems equitable and practicable for the purpose of effecting such distribution, including the sale (at public or private sale) by the Company of the securities or property thus received, or any part thereof, at such place or places and upon such terms as it may deem proper. The net proceeds of any such sale shall be, subject to Sections 3.1 and 3.2, distributed or made available for distribution, as the case may be, by the Depositary to record holders of Receipts as provided by Section 4.1 in the case of a distribution received in cash.

Appears in 1 contract

Samples: Deposit Agreement (Nabors Industries Inc)

Distributions Other Than Cash. Whenever the Depositary shall receive any property (including securities) for distribution in a form other than cash on with respect to the deposited Preferred Stock, the Depositary shall, subject to Sections 3.1 and 3.2Section 3.02, distribute to record holders of Receipts on the record date fixed pursuant to Section 4.4 4.04 such amounts amounts, as nearly as practicable, of the securities or such property (including securities) received by it as are applicable to the Company shall reasonably directnumber of Depositary Shares evidenced by the Receipts held by such holders, in any manner that the Depositary may deem equitable and practicable for accomplishing such distribution. If If, in the opinion of the Company, in consultation with the Depositary, such distribution cannot be made proportionately among such record holders, or if for any other reason (including any requirement that the Company or the Depositary withhold an amount on account of taxestaxes or as otherwise required by law, regulation or court order) the Company Depositary deems, after consultation with the DepositaryCompany, such distribution not to be feasible, the Company may Depositary may, with the approval of the Company, adopt such method as it deems equitable and practicable for the purpose of effecting such distribution, including the sale (at public or private sale) by the Company of the securities or property thus received, or any part thereof, at such place or places and upon such terms as it may deem properin a commercially reasonable manner. The net proceeds of any such sale shall beshall, subject to Sections 3.1 and 3.2Section 3,02, be distributed or made available for distribution, as the case may be, by the Depositary to record holders of Receipts as provided by in accordance with the provisions of Section 4.1 in the case of 4.01 for a distribution received in cash.

Appears in 1 contract

Samples: Deposit Agreement (Brooks Fiber Properties Inc)

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Distributions Other Than Cash. Whenever the Depositary shall receive any distribution other than cash on the deposited Preferred Stock, the Depositary shall, subject to Sections 3.1 and 3.2Section 3.02, distribute to record holders of Receipts on the record date fixed pursuant to Section 4.4 4.04 such amounts of the securities or property received by it as are, as nearly as practicable, in proportion to the respective numbers of Depositary Shares evidenced by the Receipts held by such holders, in any manner that the Depositary and the Company shall reasonably directmay deem equitable and practicable for accomplishing such distribution. If If, in the opinion of the Company, in Depositary after consultation with the DepositaryCompany, such distribution cannot be made proportionately among such record holders, or if for any other reason (including any requirement that the Company or the Depositary withhold an amount on account of taxes) taxes or as otherwise required pursuant to law, regulation or court process), the Company Depositary deems, after consultation with the DepositaryCompany, such distribution not to be feasible, the Company may Depositary may, with the approval of the Company, adopt such method as it deems equitable and practicable for the purpose of effecting such distribution, including the sale (at public or private sale) by the Company of the securities or property thus received, or any part thereof, at such place or places and upon such terms as it may deem proper. The net proceeds of any such sale shall beshall, subject to Sections 3.1 and 3.2Section 3.02, be distributed or made available for distribution, as the case may be, by the Depositary to record holders of Receipts as provided by Section 4.1 4.01 in the case of a distribution received in cash.

Appears in 1 contract

Samples: Deposit Agreement (Travelers Capital Vii)

Distributions Other Than Cash. Whenever the Depositary shall receive any distribution other than cash on cash, rights, preferences or privileges upon the deposited Preferred StockShares, the Depositary shall, subject to Sections 3.1 and 3.2Section 3.02, distribute to record holders of Receipts on the record date fixed pursuant to Section 4.4 4.04 such amounts of the securities or property received by it as are, as nearly as practicable, in proportion to the respective numbers of Depositary Shares evidenced by the Receipts held by such holders, in any manner that the Depositary and the Company shall reasonably directmay deem equitable and practicable for accomplishing such distribution. If If, in the opinion of the Company, in Company after consultation with the Depositary, such distribution cannot be made proportionately among such record holders, or if for any other reason (including any requirement that the Company tax withholding or securities law requirement), the Depositary withhold an amount on account of taxes) the Company deems, after consultation with the DepositaryCompany, such distribution not to be feasible, the Depositary may, with the approval of the Company may which approval shall not be unreasonably withheld, adopt such method as it deems equitable and practicable for the purpose of effecting such distribution, including the sale (at public or private sale) by the Company of the securities or property thus received, or any part thereof, at such place or places and upon such terms as it may deem proper. The net proceeds of any such sale shall beshall, subject to Sections 3.1 and 3.2Section 3.02, be distributed or made available for distribution, as the case may be, by the Depositary to record holders of Receipts as provided by Section 4.1 4.01 in the case of a distribution received in cash.

Appears in 1 contract

Samples: Deposit Agreement (Scottish Annuity & Life Holdings LTD)

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