No Corporate Action Restriction. The existence of this Plan, the award agreements and the awards granted hereunder shall not limit, affect or restrict in any way the right or power of the Board or the stockholders of the Corporation to make or authorize: (a) any adjustment, recapitalization, reorganization or other change in the capital structure or business of the Corporation or any subsidiary or affiliate, (b) any merger, amalgamation, consolidation or change in the ownership of the Corporation or any subsidiary or affiliate, (c) any issue of bonds, debentures, capital, preferred or prior preference stock ahead of or affecting the capital stock (or the rights thereof) of the Corporation or any subsidiary or affiliate, (d) any dissolution or liquidation of the Corporation or any subsidiary or affiliate, (e) any sale or transfer of all or any part of the assets or business of the Corporation or any subsidiary or affiliate, or (f) any other corporate act or proceeding by the Corporation or any subsidiary or affiliate. No participant, beneficiary or any other person shall have any claim under any award or award agreement against any member of the Board or the Administrator, or the Corporation or any employees, officers or agents of the Corporation or any subsidiary or affiliate, as a result of any such action.
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Samples: Agreement (New Century Financial Corp), Agreement (Greenlight Capital LLC)
No Corporate Action Restriction. The existence of this Plan, the award agreements and the awards granted hereunder shall not limit, affect or restrict in any way the right or power of the Board or the stockholders of the Corporation to make or authorize: (a) any adjustment, recapitalization, reorganization or other change in the capital structure or business of the Corporation or any subsidiary or affiliateSubsidiary, (b) any merger, amalgamation, consolidation or change in the ownership of the Corporation or any subsidiary or affiliateSubsidiary, (c) any issue of bonds, debentures, capital, preferred or prior preference stock ahead of or affecting the capital stock (or the rights thereof) of the Corporation or any subsidiary or affiliateSubsidiary, (d) any dissolution or liquidation of the Corporation or any subsidiary or affiliateSubsidiary, (e) any sale or transfer of all or any part of the assets or business of the Corporation or any subsidiary or affiliateSubsidiary, or (f) any other corporate act or proceeding by the Corporation or any subsidiary or affiliateSubsidiary. No participant, beneficiary or any other person shall have any claim under any award or award agreement against any member of the Board or the Administrator, or the Corporation or any employees, officers or agents of the Corporation or any subsidiary or affiliateSubsidiary, as a result of any such action.
Appears in 1 contract
Samples: Purchase and Ipo Reorganization Agreement (Hicks Acquisition CO I Inc.)
No Corporate Action Restriction. The existence of this Plan, the award agreements and the awards granted hereunder shall not limit, affect or restrict in any way the right or power of the Board or the stockholders of the Corporation to make or authorize: (a) any adjustment, recapitalization, reorganization or other change in the capital structure or business of the Corporation or any subsidiary or affiliateSubsidiary, (b) any merger, arrangement, business combination, amalgamation, consolidation or change in the ownership of the Corporation or any subsidiary or affiliateSubsidiary, (c) any issue of bonds, debentures, capital, preferred or prior preference stock ahead of or affecting the capital stock (or the rights thereof) of the Corporation or any subsidiary or affiliateSubsidiary, (d) any dissolution or liquidation of the Corporation or any subsidiary or affiliateSubsidiary, (e) any sale or transfer of all or any part of the assets or business of the Corporation or any subsidiary or affiliateSubsidiary, or (f) any other corporate act or proceeding by the Corporation or any subsidiary or affiliateSubsidiary. No participant, beneficiary or any other person shall have any claim under any award or award agreement against any member of the Board or the Administrator, or the Corporation or any employees, officers or agents of the Corporation or any subsidiary or affiliateSubsidiary, as a result of any such action.
Appears in 1 contract
No Corporate Action Restriction. The Neither the existence of this Plan, Agreement nor the award agreements and the awards granted hereunder RSUs shall not limit, affect or restrict in any way the right or power of the Board or the stockholders of the Corporation Company to make or authorize: authorize (a) any adjustment, recapitalization, reorganization or other change in the Company’s or any Subsidiary’s or affiliate’s capital structure or business of the Corporation or any subsidiary or affiliatebusiness, (b) any merger, amalgamation, consolidation or change in the ownership of the Corporation Company or any subsidiary Subsidiary or affiliate, (c) any issue of bonds, debentures, capital, preferred or prior preference stock stocks ahead of or affecting the Company’s or any Subsidiary’s or affiliate’s capital stock (or the rights thereof) of the Corporation or any subsidiary or affiliate, (d) any dissolution or liquidation of the Corporation Company or any subsidiary Subsidiary or affiliate, (e) any sale or transfer of all or any part of the Company’s or any Subsidiary’s or affiliate’s assets or business of the Corporation or any subsidiary or affiliatebusiness, or (f) any other corporate act or proceeding by the Corporation Company or any subsidiary Subsidiary or affiliate. No participant, beneficiary or Neither Grantee nor any other person shall have any claim under any award or award agreement against any member of the Board or the AdministratorCommittee, the Company or the Corporation any Subsidiary or affiliate, or any employees, officers officers, shareholders or agents of the Corporation Company or any subsidiary Subsidiary or affiliate, as a result of any such action.
Appears in 1 contract
Samples: Restricted Stock Unit Agreement (GT Solar International, Inc.)
No Corporate Action Restriction. The existence of this Plan, the award agreements Agreement and the awards Incentive Bonds granted hereunder shall not limit, affect or restrict in any way the right or power of the Board or the stockholders shareholders of the Corporation Company to make or authorize: authorize (a) any adjustment, recapitalization, reorganization or other change in the Company’s or any of its subsidiaries’ or other affiliates’ capital structure or business of the Corporation or any subsidiary or affiliatebusiness, (b) any merger, amalgamation, consolidation or change in the ownership of the Corporation Company or any subsidiary of its subsidiaries or affiliateother affiliates, (c) any issue of bonds, debentures, capital, preferred or prior preference stock stocks ahead of or affecting the Company’s or any of its subsidiaries or other affiliates’ capital stock (or the rights thereof) of the Corporation or any subsidiary or affiliate, (d) any dissolution or liquidation of the Corporation Company or any subsidiary of its subsidiaries or affiliateother affiliates, (e) any sale or transfer of all or any part of the Company’s or any of its subsidiaries’ or other affiliates’ assets or business of the Corporation or any subsidiary or affiliatebusiness, or (f) any other corporate act or proceeding by the Corporation Company or any subsidiary of its subsidiaries or affiliateother affiliates. No participant, beneficiary or any other person Executive shall not have any claim under any award or award agreement against any member of the Board or the AdministratorBoard, the Company or any subsidiary or other affiliate of the Corporation Company, or any employees, officers officers, shareholders or agents of the Corporation Company or any subsidiary of its subsidiaries or affiliate, other affiliates as a result of any such action and through acceptance of the Net Amount shall automatically be deemed to have consented to any such action.
Appears in 1 contract
Samples: Incentive Bonus Agreement (Keystone Automotive Operations Inc)
No Corporate Action Restriction. The existence of this Plan, the award agreements and the awards granted hereunder shall not limit, affect or restrict in any way the right or power of the Board or the stockholders of the Corporation to make or authorize: (aauthorize:(a) any adjustment, recapitalization, reorganization or other change in the capital structure or business of the Corporation or any subsidiary or affiliateSubsidiary, (b) any merger, arrangement, business combination, amalgamation, consolidation or change in the ownership of the Corporation or any subsidiary or affiliateSubsidiary, (c) any issue of bonds, debentures, capital, preferred or prior preference stock ahead of or affecting the capital stock (or the rights thereof) of the Corporation or any subsidiary or affiliateSubsidiary, (d) any dissolution or liquidation of the Corporation or any subsidiary or affiliateSubsidiary, (e) any sale or transfer of all or any part of the assets or business of the Corporation or any subsidiary or affiliateSubsidiary, or (f) any other corporate act or proceeding by the Corporation or any subsidiary or affiliateSubsidiary. No participant, beneficiary or any other person shall have any claim under any award or award agreement against any member of the Board or the Administrator, or the Corporation or any employees, officers or agents of the Corporation or any subsidiary or affiliateSubsidiary, as a result of any such action.
Appears in 1 contract
Samples: Incentive Stock Option Agreement (Red Cat Holdings, Inc.)