Common use of No Rights; Notices of Dividends and Distributions Clause in Contracts

No Rights; Notices of Dividends and Distributions. Except as specifically provided in this Warrant Agreement, nothing contained in this Warrant Agreement or in the Warrant Certificates shall be construed as conferring upon the Holders or any permitted transferees the right to vote or to receive dividends or to receive notice as stockholders in respect of any meeting of stockholders for the election of directors of the Company or any other matter, or any rights whatsoever as stockholders of the Company. If, however, between the date hereof and the Expiration Date (or if earlier the occurrence of any event specified in Section 4.2 or 4.3 terminating the Warrants), any of the following events shall occur: (a) the Company shall declare any cash dividend upon its shares of Stock payable at a rate more than 50% in excess of the rate of the last cash dividend theretofore paid; or (b) the Company shall declare any dividend payable in any securities other than shares of Stock upon its shares of Stock or make any distribution (other than a regular cash dividend out of undistributed net income) to the holders of its shares of Stock; or (c) the Company shall distribute any rights, options or Warrants to the holders of shares of Stock; or (d) a capital reorganization or reclassification of the Company’s capital stock shall be proposed; then in any one or more of said events, the Company shall give to the Holders at least twenty (20) days prior written notice of the date fixed as a record date or the date of closing of the transfer books for the determination of the stockholders entitled to receive such dividend or distribution. Any such notice shall also specify, in the case of any such dividend or distribution, the date on which holders of shares of Stock are entitled thereto. Failure to mail such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such dividend or distribution.

Appears in 3 contracts

Samples: Warrant Agreement (Central Federal Corp), Warrant Agreement (Central Federal Corp), Warrant Agreement (Central Federal Corp)

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No Rights; Notices of Dividends and Distributions. Except as specifically provided in this Warrant Agreement, nothing contained in this Warrant Agreement or in the Warrant Certificates shall be construed as conferring upon the Holders or any permitted transferees the right to vote or to receive dividends or to receive notice as stockholders in respect of any meeting of stockholders for the election of directors of the Company or any other matter, or any rights whatsoever as stockholders of the Company. If, however, between the date hereof and the Expiration Date (or if earlier the occurrence of any event specified in Section 4.2 or 4.3 terminating the Non-Transferable Warrants), any of the following events shall occur: (a) the Company shall declare any cash dividend upon its shares of Stock payable at a rate more than 50% in excess of the rate of the last cash dividend theretofore paid; or (b) the Company shall declare any dividend payable in any securities other than shares of Stock upon its shares of Stock or make any distribution (other than a regular cash dividend out of undistributed net income) to the holders of its shares of Stock; or (c) the Company shall distribute any rights, options or Non-Transferable Warrants to the holders of shares of StockStock (except compensatory options); or (d) a capital reorganization or reclassification of the Company’s capital stock shall be proposed; then in any one or more of said events, the Company shall give to the Holders at least twenty (20) days prior written notice of the date fixed as a record date or the date of closing of the transfer books for the determination of the stockholders entitled to receive such dividend or distribution. Any such notice shall also specify, in the case of any such dividend or distribution, the date on which holders of shares of Stock are entitled thereto. Failure to mail such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such dividend or distribution.

Appears in 3 contracts

Samples: Warrant Agreement, Warrant Agreement (Camco Financial Corp), Warrant Agreement (Camco Financial Corp)

No Rights; Notices of Dividends and Distributions. Except as specifically provided in this Warrant Agreement, nothing contained in this Warrant Agreement or in the Warrant Certificates shall be construed as conferring upon the Holders or any permitted transferees the right to vote or to receive dividends or to receive notice as stockholders in respect of any meeting of stockholders for the election of directors of the Company or any other matter, or any rights whatsoever as stockholders of the Company. If, however, between the date hereof and the Expiration Date (or if earlier the occurrence of any event specified in Section 4.2 5.2, 5.3 or 4.3 5.4 terminating the Warrants), any of the following events shall occur: (a) the Company shall declare any cash dividend upon its shares of Stock payable at a rate more than 50% in excess of the rate of the last cash dividend theretofore paid; or (b) the Company shall declare any dividend payable in any securities other than shares of Stock upon its shares of Stock or make any distribution (other than a regular cash dividend out of undistributed net income) to the holders of its shares of Stock; or (c) the Company shall distribute any rights, options or Warrants to the holders of shares of Stock; or (d) a capital reorganization or reclassification of the Company’s capital stock shall be proposed; then in any one or more of said events, the Company shall give to the Holders at least twenty (20) days prior written notice of the date fixed as a record date or the date of closing of the transfer books for the determination of the stockholders entitled to receive such dividend or distribution. Any such notice shall also specify, in the case of any such dividend or distribution, the date on which holders of shares of Stock are entitled thereto. Failure to mail such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such dividend or distribution.

Appears in 1 contract

Samples: Warrant Agreement (First Capital Bancorp, Inc.)

No Rights; Notices of Dividends and Distributions. Except as specifically provided in this Warrant Agreement, nothing contained in this Warrant Agreement or in the Warrant Certificates shall be construed as conferring upon the Holders or any permitted transferees the right to vote or to receive dividends or to receive notice as stockholders in respect of any meeting of stockholders for the election of directors of the Company or any other matter, or any rights whatsoever as stockholders of the Company. If, however, between the date hereof and the Expiration Date (or if earlier the occurrence of any event specified in Section 4.2 4.2, 4.3 or 4.3 4.4 terminating the Warrants), any of the following events shall occur: (a) the Company shall declare any cash dividend upon its shares of Stock payable at a rate more than 50% in excess of the rate of the last cash dividend theretofore paid; or (b) the Company shall declare any dividend payable in any securities other than shares of Stock upon its shares of Stock or make any distribution (other than a regular cash dividend out of undistributed net income) to the holders of its shares of Stock; or (c) the Company shall distribute any rights, options or Warrants warrants to purchase capital stock to the holders of shares of Stock; or (d) a capital reorganization or reclassification of the Company’s capital stock shall be proposed; then in any one or more of said events, the Company shall give to the Holders at least twenty (20) days prior written notice of the date fixed as a record date or the date of closing of the transfer books for the determination of the stockholders entitled to receive such dividend or distribution. Any such notice shall also specify, in the case of any such dividend or distribution, the date on which holders of shares of Stock are entitled thereto. Failure to mail such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such dividend or distribution.

Appears in 1 contract

Samples: Warrant Agreement (Carroll Bancorp, Inc.)

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No Rights; Notices of Dividends and Distributions. Except as specifically provided in this Warrant Agreement, nothing contained in this Warrant Agreement or in the Warrant Certificates shall may be construed as conferring upon the Holders or any permitted transferees Recipients the right to vote or to receive dividends or to receive notice as stockholders in respect of any meeting of stockholders for the election of directors of the Company or any other matter, or any rights whatsoever as stockholders of the Company. If, however, between the date hereof of completion of the Offering and the Expiration Date (or if earlier the occurrence of any event specified in Section 4.2 4.2, 4.3 or 4.3 4.4 terminating the Warrants), any of the following events shall occur: (a) the Company shall declare any cash dividend upon its shares of Stock payable at a rate more than 50% in excess of the rate of the last cash dividend theretofore paid; or (b) the Company shall declare any dividend payable in any securities other than shares of Stock upon its shares of Stock or make any distribution (other than a regular cash dividend out of undistributed net income) to the holders of its shares of Stock; or (c) the Company shall distribute any rights, options or Warrants to the holders of shares of Stock; or (d) a capital reorganization or reclassification of the Company’s capital stock shall be is proposed; then in any one or more of said events, the Company shall must give to the Holders Recipients at least twenty (20) days prior written notice of the date fixed as a record date or the date of closing of the transfer books for the determination of the stockholders entitled to receive such dividend or distribution. Any such notice shall also must specify, in the case of any such dividend or distribution, the date on which holders of shares of Stock are entitled theretoto such dividend or distribution. Failure to mail such notice or any defect therein in the notice or in the mailing thereof of it shall not affect the validity of any action taken in connection with such dividend or distribution.

Appears in 1 contract

Samples: Warrant Agreement (New Peoples Bankshares Inc)

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