Holder Rights Clause Samples
The HOLDER RIGHTS clause defines the specific entitlements and privileges granted to the holder of a particular asset, security, or contractual interest. In practice, this clause outlines what actions the holder may take, such as voting, receiving dividends, or transferring ownership, and may also specify any limitations or conditions attached to these rights. Its core function is to clearly delineate the scope of the holder's authority and benefits, thereby preventing disputes and ensuring all parties understand the rights associated with holding the asset or interest.
Holder Rights. This Warrant does not confer upon the holder hereof any right to vote or to consent or to receive notice as a shareholder of the Company, as such, in respect of any matters whatsoever, or any other rights or liabilities as a shareholder, prior to the exercise hereof as hereinbefore provided.
Holder Rights. (a) Notwithstanding the foregoing or anything to the contrary herein, in the event that any of the Share Exchange, the Parent Preferred Cancellation, Intermediate Warrant Issuance above 19.9% of the sum of the shares of common stock outstanding at Intermediate Holdings as of such issuance plus the shares of common stock to be issued under the Intermediate Holdings Warrant and the Reorganized Invacare Warrant Issuance above 19.9% of the sum of the shares of common stock outstanding at Reorganized Invacare as of such issuance plus the shares of common stock to be issued under the Reorganized Invacare Warrant would, as reasonably determined by the Majority Holders in their sole discretion, result in a material adverse tax consequence to Parent or its Subsidiaries (an “Adverse Tax Determination”), then such Majority Holders may reasonably elect, in their sole discretion, to take any or all of the following actions prior to such Share Exchange, Parent Preferred Cancellation, Intermediate Warrant Issuance or Reorganized Invacare Issuance: (1) require the Holders to retain an aggregate amount of Series A Preferred Stock of Parent held by such Holders as reasonably determined by the Majority Holders in their sole discretion (with each Holder to retain a pro rata portion of such aggregate amount based on the amount Series A Preferred Stock of Parent held by the Holders) (a “Share Reduction”); or (2) to reduce the aggregate percentage of Common Stock Deemed Outstanding (as defined in the Exchange Agreement) issuable to the Holders upon exercise of the Invacare Holdings Warrants or the Reorganized Invacare Warrants, respectively (the “Aggregate Common Stock Deemed Outstanding Percentage”), with each Holder to receive a percentage of Common Stock Deemed Outstanding upon the exercise of the applicable Intermediate Holdings Warrant or Reorganized Invacare Warrant equal to (x) the amount of Parent Series A Preferred Shares held by such Holder divided by the amount of Parent Series A Preferred Shares held by all Holders multiplied by (y) the Aggregate Common Stock Deemed Outstanding Percentage (a “Warrant Reduction” and together with a Share Reduction, an “Exchange Reduction”). Parent, Intermediate Holdings and Reorganized Invacare, as applicable agree to amend the provisions of this Agreement, the Exchange Agreement or the documents contemplated thereby as may be reasonably requested by the Majority Holders in furtherance of any Exchange Reduction and to do and take any ...
Holder Rights. Tenant agrees to give any Holder, by registered or certified mail, a copy of any notice of default served upon the Landlord by Tenant, provided that prior to such notice Tenant has received notice (by way of service on Tenant of a copy of an assignment of rents and leases, or otherwise) of the address of such Holder. Tenant further agrees that if Landlord shall have failed to cure such default within the time provided for in this Lease, then the Holder shall have an additional thirty (30) days after receipt of notice thereof within which to cure such default. This Lease may not be modified or amended so as to reduce the Rent or shorten the Term, or so as to adversely affect in any other respect to any material extent the rights of the Landlord, nor shall this Lease be canceled or surrendered, without the prior written consent, in each instance, of the Holder.
Holder Rights. Notwithstanding the foregoing provisions of this Section 4, so long as (a) (i) (A) a default is continuing with respect to the covenants set forth in Sections 1.5(a), 1.5(c) and 1.5(d) or (B) any Event of Default specified in Sections 2.1(c) or
Holder Rights. In reliance on SEC Regulation CF, at the end of each fiscal year, the Company shall post the Financial Statements on the website location described in its Form C and Offering Statement. Such Financial Statements shall be in reasonable detail and prepared on a consistent basis. Notwithstanding anything to the contrary in this Section, the Company shall not be obligated under this Section 7a to provide information that (x) it deems in good faith to be a trade secret or highly confidential information or (y) the disclosure of which would adversely affect the attorney-client privilege between the Company and its counsel.
Holder Rights. Company Option. In the event that the managing underwriter(s) in the Initial Public Offering require the exercise or termination of this Warrant as a condition to their underwriting, the holder shall have the right to exercise one or any combination of the rights of the holder set forth in Sections (b) and (c) below in such combination as the Company, in its sole and complete discretion, shall determine in a notice delivered to the holder hereof not later than promptly following the meeting of the pricing committee of the Company's Board of Directors with the managing underwriter(s) of the Initial Public Offering in which the offering is sized and priced. All actions taken by the holder hereof pursuant to this Section 7 shall be conditioned upon the closing of the Initial Public Offering. If for some reason the holder hereof has taken action under this Section 7 and such offering does not close within one hundred twenty (120) days after such action is taken, the holder's actions hereunder shall be considered to have been rescinded and this Warrant shall continue in full force and effect until otherwise terminated or exercised.
Holder Rights