Legal Proceedings; Prompt Enforcement. If the Purported Transferee fails to surrender the Excess Securities or the proceeds of a sale thereof or the Purported Transferor fails to surrender the sale proceeds from the Prohibited Transfer to the Agent within thirty days from the date on which the Corporation makes a written demand pursuant to Article 13.E, then the Corporation shall promptly take all cost effective actions which it believes are appropriate to enforce the provisions hereof, including the institution of legal proceedings to compel the surrender. Nothing in this Article 13.H shall (i) be deemed inconsistent with any Transfer of the Excess Securities provided in this Article 13 being void ab initio, (ii) preclude the Corporation in its discretion from immediately bringing legal proceedings without a prior demand or (iii) cause any failure of the Corporation to act within the time periods set forth in Article 13.E to constitute a waiver or loss of any right of the Corporation under this Article 13. The Board of Directors may authorize such additional actions as it deems advisable to give effect to the provisions of this Article 13.
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Samples: Merger Agreement (Supermedia Inc.), Merger Agreement (DEX ONE Corp), Agreement and Plan of Merger (Supermedia Inc.)
Legal Proceedings; Prompt Enforcement. If the Purported Transferee fails to surrender the Excess Securities or the proceeds of a sale thereof or the Purported Transferor fails to surrender the sale proceeds from the Prohibited Transfer to the Agent within thirty days from the date on which the Corporation makes a written demand pursuant to Part V of this Article 13.EXIV (whether or not made within the time specified in Part V of this Article XIV), then the Corporation shall promptly may take all cost effective such actions which as it believes are deems appropriate to enforce the provisions hereof, including the institution of legal proceedings to compel the surrender. Nothing in this Part VIII of Article 13.H XIV shall (ia) be deemed inconsistent with any Transfer of the Excess Securities provided in this Article 13 XIV being void ab initio, (iib) preclude the Corporation in its discretion from immediately bringing legal proceedings without a prior demand or (iiic) cause any failure of the Corporation to act within the time periods set forth in Part V of this Article 13.E XIV to constitute a waiver or loss of any right of the Corporation under this Article 13XIV. The Board of Directors may authorize such additional actions as it deems advisable to give effect to the provisions of this Article 13XIV.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Great Elm Group, Inc.), Agreement and Plan of Merger (Great Elm Capital Group, Inc.)
Legal Proceedings; Prompt Enforcement. If the Purported Transferee fails to surrender the Excess Securities or the proceeds of a sale thereof or the Purported Transferor fails to surrender the sale proceeds from the thereof, in either case, with any Prohibited Transfer Distributions, to the Agent within thirty (30) days from the date on which the Corporation makes a written demand pursuant to Section 5 of this Article 13.EFIFTEENTH (whether or not made within the time specified in Section 5 of this Article FIFTEENTH), then the Corporation shall promptly may take all cost effective any actions which it believes are appropriate deems necessary to enforce the provisions hereof, including the institution of legal proceedings to compel the surrender. Nothing in this Article 13.H Section 8 shall (ia) be deemed inconsistent with any Transfer of the Excess Securities provided in this Article 13 FIFTEENTH being void ab initio, (iib) preclude the Corporation in its discretion from immediately bringing legal proceedings without a prior demand or (iiic) cause any failure of the Corporation to act within the time periods set forth in Section 5 of this Article 13.E FIFTEENTH to constitute a waiver or loss of any right of the Corporation under this Article 13FIFTEENTH. The Board of Directors may authorize such additional actions as it deems advisable to give effect to the provisions of this Article 13FIFTEENTH.
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