Manner of Effecting Clause Samples

The "Manner of Effecting" clause defines the specific procedures or methods by which a particular action, such as a transfer, notice, or performance of an obligation, must be carried out under the agreement. This clause typically outlines the required steps, documentation, or formalities that must be observed to ensure the action is valid and recognized by all parties. For example, it may specify that notices must be delivered in writing or that transfers require certain approvals. Its core practical function is to provide clarity and consistency in how contractual actions are executed, thereby reducing the risk of disputes over whether proper procedures were followed.
Manner of Effecting. Prior to the Effective Time, the Company and Parent agree that the Company shall, and shall be permitted under this Agreement to take all corporate action necessary to effectuate the provisions of this Section 3.4. From and after the Effective Time, unless the compensation committee of the Parent Board determines otherwise, all references to the Company in the Company Plans and in each award or other agreement evidencing or relating to any In-The-Money Company Options, Company Restricted Stock Units, Company Restricted Stock or Company Phantom Shares or any other Company equity-based award, shall be deemed (i) for all purposes relating to employment, consultancy or directorship (or words of similar meaning) to refer to Parent and its Subsidiaries and (ii) for all other purposes, to refer to Parent.
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Manner of Effecting. Prior to the Parent Merger Effective Time, the Company and Parent agree that the Company shall, and shall be permitted under this Agreement to, take all corporate action necessary to effectuate the provisions of this
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Manner of Effecting. Prior to the Effective Time, the Company and Parent agree that the Company shall, and shall be permitted under this Agreement to, take all corporate action necessary to effectuate the provisions of this Section 2.4.
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Manner of Effecting. Prior to the Offer Acceptance Time, the Company and Parent agree that the Company shall, subject to Parent’s review and consent (which consent shall not be unreasonably withheld), take all corporate action necessary to effectuate the provisions of this Section 2.3. From and after the Offer Acceptance Time, unless the compensation committee of the Parent Board determines otherwise, all references to the Company in the Company Equity Plans and in each award or other agreement evidencing or relating to any Assumed Company Award or any other Company equity-based award, shall be deemed (i) for all purposes relating to employment, consultancy or directorship (or words of similar meaning) to refer to Parent and its Subsidiaries and (ii) for all other purposes, to refer to Parent.
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Manner of Effecting. Prior to the Effective Time, the Company shall take all actions necessary to effect the provisions of this Section 2.3 (other than actions expressly required of Parent), including obtaining any required consents. In connection with the issuance of Parent Exchange Options, Parent Exchange Units and Parent Exchange Warrants, Parent shall assume each Company Equity Plan. Prior to the Effective Time, Parent shall take all corporate action necessary to reserve for issuance a sufficient number of shares of Parent Common Stock for delivery in connection with the exercise or settlement of the Parent Exchange Options, Parent Exchange Units and Parent Exchange Warrants. As soon as reasonably practicable after the Effective Time, Parent shall (i) issue to each holder of Parent Exchange Options, Parent Exchange Units and Parent Exchange Warrants documents evidencing the assumption pursuant to this Section 2.3 of the applicable Company Stock Options, Restricted Stock Unit Awards and Company Warrants, (ii) issue appropriate notices setting forth such holder’s rights pursuant to the foregoing securities, including the effect of the Merger on such securities, (iii) file a registration statement on Form S-8 (or any successor form) with the SEC with respect to the shares of Parent Common Stock subject to Parent Exchange Options and Parent Exchange Units, and (iv) file a registration statement with the SEC on another appropriate form that Parent is eligible to use with respect to the shares of Parent Common Stock subject to Parent Exchange Warrants issued upon conversion of the Agent Plan Warrants.
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Manner of Effecting. Prior to the REIT Merger Effective Time, the Company and Parent LP agree that the Company shall, and shall be permitted under this Agreement to, take all corporate action necessary to effectuate the provisions of this Section 3.3.
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Related to Manner of Effecting

  • Manner of Sale At no time was Investor presented with or solicited by or through any leaflet, public promotional meeting, television advertisement or any other form of general solicitation or advertising.

  • Manner of Financing The parties intend to finance this agreement in cash as part of their general funds budgets.

  • Manner of Use (a) To effect a purchase using the Credit Card from any Authorised Merchant, the Cardmember must sign on a Sales Draft prepared by the Authorised Merchant with the use of the Credit Card, but the signature shall not be a condition precedent to the liability of the Cardmember in respect of the purchase transaction; (b) To effect a cash withdrawal using the Credit Card from any Authorised Cash Outlet, the Cardmember shall sign on a Cash Withdrawal Draft prepared by the Authorised Cash Outlet with the use of the Credit Card, but the signature shall not be a condition precedent to the liability of the Cardmember in respect of any Cash Withdrawal transaction; (c) To effect a cash withdrawal through ATM, the Cardmember shall use the Personal Identification Number (PIN) to gain access to his/her Credit Card Account (a) Maybank shall purchase from the Authorised Merchant and/or Authorised Cash Outlet all Sales Drafts and Cash Withdrawal Drafts incurred through the use of the Credit Card and is hereby expressly authorised to debit the Cardmember’s Credit Card Account accordingly. (b) Notwithstanding the provisions set out in Clause 4.1 above, the Cardmember hereby expressly authorises Maybank to charge his/her Credit Card Account with any payments made to the Authorised Merchant or Authorised Cash Outlet evidenced by Sales Drafts or Cash Withdrawal Drafts which had not been signed by the Cardmember, if Maybank is of the view, upon satisfactory documentary evidence, that the omission is due to an oversight on the part of the Cardmember and/or the Authorised Merchant or Authorised Cash Outlet or if the Authorised Merchant has undercharged the Cardmember 4.3. The Cardmember shall comply with all requirements, directions, instructions and guidelines for use of the Credit Card issued by Maybank from time to time in respect of all credit, banking facilities and services rendered to the Cardmember. 4.4. a) Maybank shall be entitled to treat its record of transaction effected by the use of the Credit Card including but not limited to transaction effected via mail order or telephone as evidence of a debt properly incurred by the Cardmember to be debited to the account of the Cardmember;

  • Manner of Delivery All notices communications and other materials to be given or delivered under the Loan Papers shall, except in those cases where giving notice by telephone is expressly permitted, be given or delivered in writing. All written notices, communications and materials shall be sent by registered or certified mail, postage prepaid, return receipt requested, by telecopier, or delivered by hand. In the event of a discrepancy between any telephonic notice and any written confirmation thereof, such written confirmation shall be deemed the effective notice except to the extent Administrative Agent, any Lender or the Borrower has acted in reliance on such telephonic notice.

  • Certain Amendments Nothing herein shall be construed to prevent the Company from amending, altering, eliminating or reducing any plans, benefits or programs so long as the Executive continues to receive compensation and benefits consistent with Sections 3 through 6.