Common use of Ability to Abandon CVR Clause in Contracts

Ability to Abandon CVR. A Holder may at any time, at such Holder’s option, abandon all of such Xxxxxx’s remaining rights in a CVR by transferring such CVR to Parent or any of its Affiliates without consideration therefor. Nothing in this Agreement shall prohibit Parent or any of its Affiliates from offering to acquire or acquiring any CVRs for consideration from the Holders, in private transactions or otherwise, in its sole discretion. Any CVRs acquired by Parent or any of its Affiliates shall be automatically deemed extinguished and no longer outstanding for purposes of the definition of Acting Holders.

Appears in 2 contracts

Samples: Contingent Value Right Agreement (Lumos Pharma, Inc.), Contingent Value Right Agreement (Lumos Pharma, Inc.)

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Ability to Abandon CVR. A Holder may at any time, at such Holder’s option, abandon all of such XxxxxxHxxxxx’s remaining rights in a CVR by transferring such CVR to Parent or any of its Affiliates without consideration therefor. Nothing in this Agreement shall prohibit Parent or any of its Affiliates from offering to acquire or acquiring any CVRs for consideration from the Holders, in private transactions or otherwise, in its Parent’s sole discretion. Any CVRs acquired by Parent or any of its Affiliates shall be automatically deemed extinguished and no longer outstanding for purposes of the definition of Acting Holders.Holders and Article V.

Appears in 2 contracts

Samples: Contingent Value Rights Agreement (Miromatrix Medical Inc.), Merger Agreement (Miromatrix Medical Inc.)

Ability to Abandon CVR. A Holder may at any time, at such Holder’s option, abandon all of such XxxxxxHolder’s remaining rights in a CVR by transferring such CVR to Parent or any of its Affiliates Achieve without consideration therefor. Nothing in this Agreement shall prohibit Parent Achieve or any of its Affiliates from offering to acquire or acquiring any CVRs for consideration from the Holders, in private transactions or otherwise, in its sole discretion. Any CVRs acquired by Parent Achieve or any of its Affiliates shall be automatically deemed extinguished and no longer outstanding for purposes of the definition of Acting HoldersHolders and Article V and Section 6.3 hereunder.

Appears in 1 contract

Samples: Contingent Value Rights Agreement (Oncogenex Pharmaceuticals, Inc.)

Ability to Abandon CVR. A Holder may at any time, at such Holder’s option, abandon all of such XxxxxxHolder’s remaining rights in a CVR by transferring such CVR to Parent or any of its Affiliates the Buyer without consideration therefor. Nothing in this Agreement shall prohibit Parent the Buyer or any of its Affiliates from offering to acquire or acquiring any CVRs for consideration from the Holders, in private transactions or otherwise, in its sole discretion. Any CVRs acquired by Parent the Buyer or any of its Affiliates shall be automatically deemed extinguished and no longer outstanding for purposes of the definition of Acting HoldersHolders and Article V and Section 6.3 hereunder.

Appears in 1 contract

Samples: Contingent Value Rights Agreement (Innocoll Holdings PLC)

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Ability to Abandon CVR. A Holder may at any time, at such Holder’s option, abandon all of such XxxxxxHolder’s remaining rights in a CVR by transferring such CVR to Parent or any of its Affiliates Payor without consideration therefor. Nothing in this Agreement shall prohibit Parent or any of its Affiliates (including Payor) from offering to acquire or acquiring any CVRs for consideration from the Holders, in private transactions or otherwise, in its sole discretion. Any CVRs acquired by Parent or any of its Affiliates (including Payor) shall be automatically deemed extinguished and no longer outstanding for purposes of the definition of Acting HoldersHolders and Article V and Section 6.3 hereunder.

Appears in 1 contract

Samples: Merger Agreement (Alder Biopharmaceuticals Inc)

Ability to Abandon CVR. A Holder may at any time, at such Holder’s option, abandon all of such XxxxxxHolder’s remaining rights in a CVR by transferring such CVR to Parent or any of its Affiliates without consideration therefor. Nothing in this Agreement shall prohibit Parent or any of its Affiliates from offering to acquire or acquiring any CVRs for consideration from the Holders, in private transactions or otherwise, in its sole discretion. Any CVRs acquired by Parent or any of its Affiliates shall be automatically deemed extinguished and no longer outstanding for all purposes of herein, including for the definition of Acting HoldersHolders and Article V and Section 6.3 hereunder.

Appears in 1 contract

Samples: Contingent Value Rights Agreement (Corium International, Inc.)

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