Dissent. Dissenters’ or appraisal rights shall not have been exercised by holders of more than 10% of the outstanding shares of the Company Common Stock.
Dissent. A Manager may be absolved from personal liability with respect to any decision or action of the Managers which he or she voted against or did not participate in by registering in the Company's records a written dissent from such action or decision within 30 days after receiving notice of the decision. A dissenting Manager will nevertheless act with the other Managers in any way necessary or appropriate to effectuate the decision of the majority, so long as such decision or action is not illegal.
Dissent. Notwithstanding anything to the contrary in the foregoing, in the event a Dissenting Shareholder in respect of ATCOR Shares has been paid the fair value of the ATCOR Shares held by such Shareholder immediately prior to the Amalgamation pursuant to Section 190 of the Act, such Dissenting Shareholder shall have no right to receive the redemption price for the Class B Special Shares into which such ATCOR Shares were converted notwithstanding that the same have been redeemed, shall not be entitled to exercise any of the rights of shareholders in respect thereof, and the redemption monies for such Class B Special Shares held on deposit in a special account as provided for in subsection 4.5.3 above shall be forfeited to the Corporation.
Dissent. A director who is present at a meeting of the board or a committee of the board is deemed to have consented to any resolution passed at the meeting unless:
a) the director’s dissent has been entered in the minutes;
b) the director sends a written dissent to the secretary of the meeting before the meeting is adjourned; or
c) the director delivers a written dissent to the chair of the board, sends it to the chair by any means providing proof of the date of receipt or delivers it to the head office of the Corporation immediately after the meeting is adjourned. A director is not entitled to dissent after voting for or consenting to a resolution. A director who was not present at a meeting at which a resolution was passed is deemed to have consented to the resolution unless he delivers a written dissent to the chair of the board, sends it to the chair of the board by any means providing proof of the date of receipt or delivers it to the head office of the Corporation within seven days after becoming aware of the resolution.
Dissent. The Company shall give Parent prompt notice of any written notice of dissent, withdrawal of such notice, and any other instruments received by the Company pursuant to the Dissent Rights.
Dissent. E&C shall give Parent:
(a) prompt notice of any written demand for dissent received by E&C prior to the Effective Time, any withdrawal of any such demand and any other demand, notice or instrument delivered to E&C prior to the Effective Time that relates to such demand; and
(b) the opportunity to participate in all negotiations and proceedings with respect to any such demand, notice or instrument. E&C shall not make any payment or settlement offer prior to the Effective Time with respect to any such demand, notice or instrument unless Parent shall have given its written consent to such payment or settlement offer.
Dissent. A director who is present at a meeting of the Board or a committee of the Board is deemed to have consented to any resolution passed at the meeting unless:
Dissent. Directors are deemed to have consented to any resolution passed or action taken at a meeting of the board or a committee of the board unless they record their dissent within the time and in the manner provided by subsection 213(1) of the Act. __________________________________________________________________________________________
Dissent. 10.02.01 Each Shareholder agrees that in no event shall it dissent, or claim any other remedy (and each Shareholder hereby waives its right to dissent and to claim any other remedy) under Sections 184 or 234 of the Act.
10.02.02 Notwithstanding paragraph 10.02.01, a Shareholder may seek whatever remedies are available to enforce compliance with this Agreement, the Articles or the Bylaws of PCLEH.
10.02.03 Without limitation to paragraph 10.02.01, each Shareholder agrees that in the event that PCLEH or any other Shareholders are obliged to purchase the Shares of a Shareholder pursuant to a Court order granted pursuant to the provisions of Sections 184 or 234 or pursuant to any other provision of the Act, the value for such Shares shall in no event exceed the values established under Section XI hereof and in effect on the date upon which such order is granted.
