ANGEION CORPORATION Sample Clauses

ANGEION CORPORATION. By: ---------------------------- Title: Exhibit A To: ANGEION CORPORATION ELECTION TO EXERCISE The undersigned hereby exercises its right to subscribe for and purchase from ANGEION CORPORATION ______ fully paid, validly issued and nonassessable shares of Common Stock covered by the within Warrant and tenders payment herewith in the amount of $__________ in accordance with the terms thereof, and requests that certificates for such shares be issued in the name of, and delivered to: -------------------------- -------------------------- -------------------------- Date: [Holder] ------------------- By ------------------------------- Name: Title: Exhibit B ASSIGNMENT FORM To: ANGEION CORPORATION The undersigned hereby assigns and transfers this Warrant to -------------------------------------------------------------------------------- (Insert assignee's social security or tax identification number) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- (Print or type assignee's name, address and postal code) and irrevocably appoints ______________________________________________________ to transfer this Warrant on the books of the Company. Date: [Holder] -------------------- By ------------------------------- Name: Title: (Sign exactly as your name appears on the face of this Warrant)
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ANGEION CORPORATION. DATED AS OF OCTOBER 9, 1997 Note: Portions of this exhibit marked with "X's" have been omitted pursuant to a request for confidentiality under Rule 24b-2 of the Securities Exchange Act of 1934, as amended. A copy of this exhibit in its entirety has been filed separately with the Securities and Exchange Commission. TABLE OF CONTENTS PAGE ARTICLE I. Definitions........................................................1
ANGEION CORPORATION. By ----------------------------------------- Name: Title: Attest: ---------------------- PURCHASE FORM Dated ______________, The undersigned hereby irrevocably elects to exercise the attached Warrant to the extent of purchasing ____ shares of the Common Stock issuable hereunder and hereby makes payment of $___________ in payment of the exercise price thereof. INSTRUCTIONS FOR REGISTRATION OF COMMON STOCK Name ___________________________________________________________________________ (please typewrite or print in block letters) Address ________________________________________________________________________ Signature ______________________________________________________________________ ASSIGNMENT FORM FOR VALUE RECEIVED, _________________ hereby sells, assigns and transfers unto Name _________________________________________________________ (please typewrite or print in block letters) Address ________________________________________________________________________ its right to purchase _____ shares of the Common Stock represented by this Warrant and does hereby irrevocably constitute and appoint _________________ Attorney, to transfer the same on the books of the Company, with full power of substitution in the premises. Date: ____________________________ Signature Guaranteed:
ANGEION CORPORATION. By: /s/ Xxxxxxx X. XxXxxxxx ------------------------------ Name: Xxxxxxx X. XxXxxxxx Title: Chief Executive Officer ELA MEDICAL, INC. By: /s/ Xxxxxxxx Xxxxx ------------------------------ Name: Xxxxxxxx Xxxxx Title: Chairman of the Board

Related to ANGEION CORPORATION

  • Acquisition Corp Acquisition Corp. is a wholly-owned Delaware subsidiary of Parent that was formed specifically for the purpose of the Merger and that has not conducted any business or acquired any property, and will not conduct any business or acquire any property prior to the Closing Date, except in preparation for and otherwise in connection with the transactions contemplated by the Merger Documents and the other agreements to be made pursuant to or in connection with the Merger Documents.

  • NCL CORPORATION LTD an exempted company incorporated under the laws of Bermuda with its registered office at Park Xxxxx, 00 Xxx-xx-Xxxxx Xxxx, Xxxxxxxx XX 00, Bermuda (the "Guarantor")

  • SUCCESSOR TO THE HOLDING COMPANY The Holding Company shall require any successor or assignee, whether direct or indirect, by purchase, merger, consolidation or otherwise, to all or substantially all the business or assets of the Institution or the Holding Company, expressly and unconditionally to assume and agree to perform the Holding Company's obligations under this Agreement, in the same manner and to the same extent that the Holding Company would be required to perform if no such succession or assignment had taken place.

  • Organization; Corporate Power It is duly incorporated and validly existing under the laws of the jurisdiction of its organization, and has all necessary power and authority to execute and deliver this Amendment and to consummate the transactions contemplated by the Sponsors' Support Agreement, as amended hereby;

  • Asset Management a. Data Sensitivity - Transfer Agent acknowledges that it understands the sensitivity of Fund Data.

  • Name of Surviving Corporation After the merger, the Surviving Corporation shall have the name "Capital Bank Corporation"

  • Financial Services Provides treasury, accounting, tax, financial planning, rate and auditing services services. Costs of a general nature are allocated using the Three-Factor Formula.

  • Corporation, etc The Buyer is a corporation (other than a bank, savings and loan association or similar institution), Massachusetts or similar business trust, partnership, or charitable organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended.

  • LTD By: __________________________ Name: Title: SIGNATURE PAGE TO UNDERTAKING AGREEMENT XXXXXX XXXXXX By: __________________________ Name: Title: SIGNATURE PAGE TO UNDERTAKING AGREEMENT EXHIBIT A IRREVOCABLE PROXY The undersigned shareholder of ECI Telecom Ltd., a company formed under the laws of the State of Israel (the "COMPANY") hereby irrevocably appoints and constitutes Xxxxx Xxxxx and/or Zohar Uzdin as the attorney and proxy of the undersigned with full power of substitution and resubstitution to the full extent of the undersigned's rights with respect to (i) the issued and outstanding ordinary shares, par value NIS 0.12 per share of the Company ("COMPANY SHARES"), owned of record by the undersigned as of the date of this proxy, which shares are specified on the final page of this proxy and (ii) any and all other Company Shares which the undersigned may acquire of record after the date hereof (collectively, the "SUBJECT SECURITIES"). Upon execution of this proxy, all prior proxies given by the undersigned with respect to any of the Subject Securities regarding the matters that are the subject hereof, are hereby revoked and no subsequent proxies will be given with respect to any of the Subject Securities. This proxy is irrevocable and coupled with an interest, until the earliest to occur of any of the events specified in clauses (i) through (iii) of the following paragraph, at which time this proxy shall automatically be revoked. Each of the attorneys and proxies named above are hereby instructed and authorized to exercise this proxy to appear in the name and instead of the undersigned for the purpose of establishing a quorum and to vote (or cause to be voted) all of the Subject Securities, at any general, special or other meeting of the shareholders of the Company, and at any adjournment(s) or postponement(s) thereof, however called or convened, or pursuant to any consent in lieu of a meeting or otherwise, which the undersigned has the right to so vote during the period from the date hereof until the earlier of (i) immediately prior to the termination of the Agreement and Plan of Merger (the "MERGER AGREEMENT"), dated the date hereof, among the Company, Epsilon 1 Ltd. , an Israeli company ("PURCHASER") and Epsilon 3 Ltd., an Israeli company and an indirect wholly owned subsidiary of Purchaser ("MERGER SUB"), in accordance with its terms, (ii) the agreement of Purchaser and the undersigned to terminate this proxy, and (iii) the Effective Time (as defined in the Merger Agreement):

  • Health Care The Company will reimburse the Executive for the cost of maintaining continuing health coverage under COBRA for a period of no more than 12 months following the date of termination, less the amount the Executive is expected to pay as a regular employee premium for such coverage. Such reimbursements will cease if the Executive becomes eligible for similar coverage under another benefit plan.

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