Holder Rights Sample Clauses

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.
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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 ...
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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.
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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.
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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
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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.
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Related to Holder Rights

  • Stockholder Rights The holder of this option shall not have any stockholder rights with respect to the Option Shares until such person shall have exercised the option, paid the Exercise Price and become a holder of record of the purchased shares.

  • Shareholder Rights With respect to the foreign securities held pursuant to this Section 4, the Custodian will use reasonable commercial efforts to facilitate the exercise of voting and other shareholder rights, subject always to the laws, regulations and practical constraints that may exist in the country where such securities are issued. The Fund acknowledges that local conditions, including lack of regulation, onerous procedural obligations, lack of notice and other factors may have the effect of severely limiting the ability of the Fund to exercise shareholder rights.

  • Member Rights The Subscriber Agreement (SA) shall include a complete statement that a Member shall have the right to:  Available and accessible services when medically necessary, 24 hours per day, 7 days per week for Urgent or Emergency Health Care Services, and for other Health Care Services as defined by the Agreement;  Be treated with courtesy and consideration, and with respect for the Covered Person's dignity and need for privacy;  Be provided with information concerning our policies and procedures regarding products, services, Providers, Appeals procedures and other information about Presbyterian Health Plan;  To choose a Primary Care Practitioner within the limits of the Covered Benefits, plan network, and as provided by this rule, including the right to refuse care of specific Health Care Professionals;  Receive from the Covered Person's Physician(s) or Provider, in terms that the Covered Person understands, an explanation of his or her complete medical condition, recommended treatment, risk(s) of the treatment, expected results and reasonable medical alternatives, irrespective of our position on treatment options; if the Covered Person is not capable of understanding the information, the explanation shall be provided to his or her next of kin, guardian, agent or surrogate, if available, and documented in the Covered Person's medical record;  All the rights afforded by law, rule, or regulation as a patient in a licensed Health Care Facility, including the right to refuse medication and treatment after possible consequences of this decision have been explained in language the Covered Person understands;  Prompt notification, as required in this rule, of termination or changes in benefits, services or Practitioner/Provider network;  File a Complaint or Appeal with us or the Superintendent and to receive an answer to those Complaints in accordance with existing law;  Privacy of medical and financial records maintained by us and our Health Care Providers, in accordance with existing law;  Know upon request of any financial arrangements or provisions between Presbyterian Health Plan and our Practitioners/Providers which may restrict referral or treatment options or limit the services offered to Covered Persons;  Adequate access to qualified Health Professionals for the treatment of Covered Benefits near where the Covered Person lives or works within our Service Area;  To the extent available and applicable to us, to affordable health care, with limits on Out-of-pocket expenses, including the right to seek care from a non-participating (Out-of-network) Provider, and an explanation of a Covered Person's financial responsibility when services are provided by a non- participating (Out-of-network) Provider, or provided without required Prior Authorization;  An approved example of the financial responsibility incurred by a Covered Person when going Out-of-network; inclusion of the entire “billing examples” provided by the Superintendent available on the Division's website at the time of the filing of the plan will be deemed satisfaction of this requirement; any substitution for, or changes to, the Division's “billing examples” requires written approval by the Superintendent, in our Health Care Benefit Plan that provides benefits for Out-of-network Coverage;  Detailed information about Coverage, Maximum Benefits, and Exclusions of specific conditions, ailments or disorders, including restricted Prescription benefits, and all requirements that a Covered Person must follow for Prior Authorization and Utilization Review;  A complete explanation of why care is denied, an opportunity to Appeal the decision to our internal review, the right to a secondary Appeal, and the right to request the Superintendent’s assistance.

  • No Stockholder Rights This Warrant in and of itself shall not entitle the Holder to any voting rights or other rights as a stockholder of the Company.

  • Transfer Rights Subject to the provisions of Section 8 of this Warrant, this Warrant may be transferred on the books of the Company, in whole or in part, in person or by attorney, upon surrender of this Warrant properly completed and endorsed. This Warrant shall be canceled upon such surrender and, as soon as practicable thereafter, the person to whom such transfer is made shall be entitled to receive a new Warrant or Warrants as to the portion of this Warrant transferred, and Holder shall be entitled to receive a new Warrant as to the portion hereof retained.

  • Stockholder Rights Plans If the Company has a stockholder rights plan in effect upon conversion of the Notes, each share of Common Stock, if any, issued upon such conversion shall be entitled to receive the appropriate number of rights, if any, and the certificates representing the Common Stock issued upon such conversion shall bear such legends, if any, in each case as may be provided by the terms of any such stockholder rights plan, as the same may be amended from time to time. However, if, prior to any conversion of Notes, the rights have separated from the shares of Common Stock in accordance with the provisions of the applicable stockholder rights plan, the Conversion Rate shall be adjusted at the time of separation as if the Company distributed to all or substantially all holders of the Common Stock Distributed Property as provided in Section 14.04(c), subject to readjustment in the event of the expiration, termination or redemption of such rights.

  • No Shareholder Rights Except as provided in this Warrant, Holder will not have any rights as a shareholder of the Company until the exercise of this Warrant.

  • Stockholder Rights Plan No claim will be made or enforced by the Company or, with the consent of the Company, any other Person, that any Purchaser is an “Acquiring Person” under any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or similar anti-takeover plan or arrangement in effect or hereafter adopted by the Company, or that any Purchaser could be deemed to trigger the provisions of any such plan or arrangement, by virtue of receiving Securities under the Transaction Documents or under any other agreement between the Company and the Purchasers.

  • Shareholder Rights Plans If the Company has a shareholder rights plan in effect upon conversion of the Notes, each share of Common Stock, if any, issued upon such conversion shall be entitled to receive the appropriate number of rights, if any, and the certificates representing the Common Stock issued upon such conversion shall bear such legends, if any, in each case as may be provided by the terms of any such shareholder rights plan, as the same may be amended from time to time. However, if, prior to any conversion of Notes, the rights have separated from the shares of Common Stock in accordance with the provisions of the applicable shareholder rights plan, the Conversion Rate shall be adjusted at the time of separation as if the Company distributed to all or substantially all holders of the Common Stock Distributed Property as provided in Section 14.05(c), subject to readjustment in the event of the expiration, termination or redemption of such rights.

  • Shareholder Rights Plan No claim will be made or enforced by the Company or, with the consent of the Company, any other Person, that any Purchaser is an “Acquiring Person” under any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or similar anti-takeover plan or arrangement in effect or hereafter adopted by the Company, or that any Purchaser could be deemed to trigger the provisions of any such plan or arrangement, by virtue of receiving Securities under the Transaction Documents or under any other agreement between the Company and the Purchasers.

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