Common use of Notice of Certain Corporate Action Clause in Contracts

Notice of Certain Corporate Action. In case the Corporation shall propose to (1) pay any dividend or make any other distribution to the holders of its capital stock, (2) offer to the holders of its capital stock rights to subscribe for or to purchase shares of Common Stock or shares of any other class of securities, rights or options, (3) effect any reclassification of its capital stock, (4) effect any reorganization, or (5) effect any Significant Corporate Event, then, in each such case, the Corporation shall give to the Holder a notice of such proposed action, which shall specify the date on which a record is to be taken for the purposes of such dividend, distribution rights or vote, or the date on which such reclassification, reorganization, or Significant Corporate Event is to take place and the date of participation therein by the holders of capital stock, if any such date is to be fixed and shall also set forth such facts with respect thereto as shall be reasonably necessary to indicate the effect of such action on the capital stock, if any, and the number and kind of any other shares of capital stock which will comprise the Warrant Shares, and the Exercise Price, after giving effect to any adjustment, if any, which will be required by this Section 3 as a result of such action. Such notice shall be so given in the case of any action covered by clause (1) or (2) above at least 20 days prior to the record date for determining holders of the capital stock for purposes of such action, and in the case of any other such action, at least 30 days prior to the date of the taking of such proposed action or the date of participation therein by the holders of capital stock, whichever shall be the earlier.

Notice of Certain Corporate Action. In case If the Corporation Issuer shall propose (i) to (1) pay any dividend to the holders of its Common Stock or to make any other distribution to the holders of its capital stock, Common Stock; (2ii) to offer to the holders of its capital stock Common Stock rights to subscribe for or to purchase any additional shares of Common Stock or shares of any other class of securities, rights Options or options, Convertible Securities; (3iii) to effect any reorganization or reclassification of its capital stockCommon Stock; (iv) to otherwise issue any Common Stock, Options, or Convertible Securities; (4v) to effect any other capital reorganization; (vi) to effect any consolidation, merger or share exchange or any sale, transfer or other disposition of all or substantially all of its assets; or (5vii) to effect any Significant Corporate Eventthe liquidation, dissolution or winding up of the Issuer, then, in each such case, the Corporation Issuer shall give to the Holder a notice of such proposed action, which shall specify the date on which a record is to be taken for the purposes of such dividend, distribution or rights or voteoffer, or the date on which such reclassification, issuance, reorganization, consolidation, merger, share exchange, sale, transfer, disposition, liquidation, dissolution or Significant Corporate Event winding up is to take place and the date of participation therein by the holders of capital stockCommon Stock, if any such date is to be fixed fixed, and shall also set forth such facts with respect thereto as shall be reasonably necessary to indicate the effect of such action on the capital stock, if anyCommon Stock, and the number and kind of any other shares of capital stock which will comprise the Warrant Shares, and the Exercise Price, Stock that are issuable upon exercise of this Warrant after giving effect to any adjustment, if any, which adjustment that will be required by this Section 3 as a result of such action. Such notice shall be so given in the case of any action covered by clause (1i) or (2ii) above at least 20 10 days prior to the record date for determining holders of the capital stock Common Stock for purposes of such action, and in the case of any other such action, at least 30 10 days prior to the date of the taking of such proposed action or the date of participation therein by the holders of capital stock, whichever shall be the earlieraction.

Notice of Certain Corporate Action. In case If the Corporation Issuer shall propose (i) to (1) pay any dividend to the holders of its Common Stock or to make any other distribution to the holders of its capital stock, Common Stock; (2ii) to offer to the holders of its capital stock Common Stock rights to subscribe for or to purchase any additional shares of Common Stock or shares of any other class of securities, rights or options, Stock; (3iii) to effect any reorganization or reclassification of its capital stock, Common Stock; (4iv) to otherwise issue any Common Stock; (v) to effect any other capital reorganization; (vi) to effect any consolidation, merger or share exchange or any sale, transfer or other disposition of all or substantially all of its assets; or (5vii) to effect any Significant Corporate Eventthe liquidation, dissolution or winding up of the Issuer, then, in each such case, the Corporation Issuer shall give to the Holder a notice of such proposed action, which shall specify the date on which a record is to be taken for the purposes of such dividend, distribution or rights or voteoffer, or the date on which such reclassification, issuance, reorganization, consolidation, merger, share exchange, sale, transfer, disposition, liquidation, dissolution or Significant Corporate Event winding up is to take place and the date of participation therein by the holders of capital stockCommon Stock, if any such date is to be fixed fixed, and shall also set forth such facts with respect thereto as shall be reasonably necessary to indicate the effect of such action on the capital stock, if anyCommon Stock, and the number and kind of any other shares of capital stock which will comprise the Warrant Shares, and the Exercise Price, Stock that are issuable upon exercise of this Warrant after giving effect to any adjustment, if any, which adjustment that will be required by this Section 3 as a result of such action. Such notice shall be so given in the case of any action covered by clause (1i) or (2ii) above at least 20 10 days prior to the record date for determining holders of the capital stock Common Stock for purposes of such action, and in the case of any other such action, at least 30 10 days prior to the date of the taking of such proposed action or the date of participation therein by the holders of capital stock, whichever shall be the earlieraction.

Notice of Certain Corporate Action. In case If the Corporation Issuer shall propose (i) to (1) pay any dividend to the holders of its Common Stock or to make any other distribution to the holders of its capital stock, Common Stock; (2ii) to offer to the holders of its capital stock Common Stock rights to subscribe for or to purchase any additional shares of Common Stock (or shares of any other class of securities, options or rights or options, with respect thereto); (3iii) to effect any reclassification of its capital stock, Common Stock; (4iv) to otherwise issue any Equity Securities; (v) to effect any capital reorganization; (vi) to effect any consolidation, merger or sale, transfer or other disposition of all or substantially all of its assets; or (5vii) to effect any Significant Corporate Eventthe liquidation, dissolution or winding up of the Issuer, then, in each such case, the Corporation Issuer shall give to the each Holder of Warrants a notice of such proposed action, which shall specify the date on which a record is to be taken for the purposes of such dividend, distribution or rights or voteoffer, or the date on which such reclassification, issuance, reorganization, consolidation, merger, sale, transfer, disposition, liquidation, dissolution or Significant Corporate Event winding up is to take place and the date of participation therein by the holders of capital stockCommon Stock, if any such date is to be fixed fixed, and shall also set forth such facts with respect thereto as shall be reasonably necessary to indicate the effect of such action on the capital stock, if anyCommon Stock, and the number and kind of any other shares of capital stock Warrant Stock which will comprise the Warrant Shares, and the Exercise Price, a Stock Unit after giving effect to any adjustment, if any, adjustment which will be required by this Section 3 as a result of such action. Such notice shall be so given in the case of any action covered by clause (1i) or (2ii) above at least 20 days prior to the record date for determining holders of the capital stock Common Stock for purposes of such action, and in the case of any other such action, at least 30 20 days prior to the date of the taking of such proposed action or the date of participation therein by the holders of capital stockCommon Stock, whichever shall be the earlier.

Notice of Certain Corporate Action. In case the Corporation Company shall ---------------------------------- propose to (1a) pay any dividend or make any other distribution to the holders of its capital stockCapital Stock, (2b) offer to the holders of its capital stock Capital Stock rights to subscribe for or to purchase shares of any Additional Common Stock or shares of any other class of securities, rights or options, (3c) effect any reclassification of its capital stockCapital Stock, (4d) effect any reorganization, capital reorganization or (5e) effect any Significant Corporate Event, Event then, in each such case, the Corporation Company shall give to the Holder each Warrantholder, in accordance with Section 16, a notice of such proposed action, which shall specify the date on which a record is to be taken for the purposes of such dividend, distribution rights or vote, or the date on which such reclassification, reorganization, or Significant Corporate Event is to take place and the date of participation therein by the holders of capital stockCapital Stock, if any such date is to be fixed and shall also set forth such facts with respect thereto as shall be reasonably necessary to indicate the effect of such action on the capital stockCapital Stock, if any, and the number and kind of any other shares of capital stock Capital Stock which will comprise the Warrant Shares, and the Exercise PricePrice or, after giving effect to any adjustment, if any, which will be required by this Section 3 13 as a result of such action. Such notice shall be so given in the case of any action covered by clause (1a) or (2b) above at least 20 days prior to the record date for determining holders of the capital stock Capital Stock for purposes of such action, and in the case of any other such action, at least 30 days prior to the date of the taking of such proposed action or the date of participation therein by the holders of capital stockCapital Stock, whichever shall be the earlier.

Notice of Certain Corporate Action. In case the Corporation Company shall propose to (1) pay any dividend or make any other distribution to the holders of its capital stock, (2) offer to the holders of its capital stock rights to subscribe for or to purchase shares of Common Stock or shares of any other class of securities, rights or options, (3) effect any reclassification of its capital stock, (4) effect any reorganization, or (5) effect any Significant Corporate Event, then, in each such case, the Corporation Company shall give to the Holder a notice of such proposed action, which shall specify the date on which a record is to be taken for the purposes of such dividend, distribution rights or vote, or the date on which such reclassification, reorganization, or Significant Corporate Event is to take place and the date of participation therein by the holders of capital stock, if any such date is to be fixed and shall also set forth such facts with respect thereto as shall be reasonably necessary to indicate the effect of such action on the capital stock, if any, and the number and kind of any other shares of capital stock which will comprise the Warrant Shares, and the Exercise Price, after giving effect to any adjustment, if any, which will be required by this Section 3 as a result of such action. Such notice shall be so given in the case of any action covered by clause (1) or (2) above at least 20 days prior to the record date for determining holders of the capital stock for purposes of such action, and in the case of any other such action, at least 30 days prior to the date of the taking of such proposed action or the date of participation therein by the holders of capital stock, whichever shall be the earlier.

Notice of Certain Corporate Action. In case the Corporation Company shall propose (a) to (1) pay any dividend payable in securities of any class to the holders of the Common Stock or to make any other distribution to the holders of its capital stockthe Common Stock, or (2b) to offer to the holders of its capital stock the Common Stock rights to subscribe for or to purchase any securities convertible into shares of Common Stock or shares of stock of any class or any other class of securities, rights or options, or (3c) effect to issue any reclassification Common Stock, securities convertible into shares of its capital stockCommon Stock, options, rights or exchangeable securities to Persons other than (4i) effect the holders of the Common Stock and (ii) any reorganizationHolders of Warrants upon the exercise of such Warrants (other than options, warrants, convertible securities or other rights excluded from the scope of Section 6.1(3)), or (5d) to effect any Significant Corporate Eventcapital reorganization, consolidation or merger, then, in each such case, the Corporation Company shall give to the Holder Holders of the Warrants a notice in accordance with Section 8 of such proposed action, which shall specify the date on which a record is to be taken for the purposes of such dividend, distribution rights or voterights, or the date on which such reclassification, reorganization, or Significant Corporate Event issuance is to take place and the date of participation therein by the holders of capital stockCommon Stock, if any any, such date is to be fixed fixed, and shall also set forth such facts with respect thereto as shall be reasonably necessary to indicate the effect of such action on the capital stock, if any, Common Stock and the number and kind of any other shares of capital stock which will comprise the Warrant Sharesand other property, and the Exercise Priceif any, after giving effect to any adjustment, if any, adjustment which will be required by this Section 3 as a result of such action. Such notice shall be so given in the case of any action covered by clause (1a) or (2b) above at least 20 10 calendar days prior to the record date for determining holders of the capital stock Common Stock for purposes of such actionaction and, and in the case of any other such action, at least 30 20 calendar days prior to the date of the taking of such proposed action or the date of participation therein by the holders of capital stockCommon Stock, whichever shall be the earlier.

Notice of Certain Corporate Action. In case If the Corporation Issuer shall propose to (1) pay any dividend to the holders of its Common Stock or to make any other distribution to the holders of its capital stock, (2) Common Stock; to offer to the holders of its capital stock Common Stock rights to subscribe for or to purchase any additional shares of Common Stock or shares of any other class of securities, rights Options or options, (3) Convertible Securities; to effect any reorganization or reclassification of its capital stockCommon Stock; to otherwise issue any Common Stock, (4) Options, Convertible Securities or Other Securities; to effect any other capital reorganization, or (5) ; to effect any Significant Corporate Eventconsolidation, merger or share exchange or any sale, transfer or other disposition of all or substantially all of its assets; or to effect the liquidation, dissolution or winding up of the Issuer, then, in each such case, the Corporation Issuer shall give to the Holder a notice of such proposed action, which shall specify the date on which a record is to be taken for the purposes of such dividend, distribution or rights or voteoffer, or the date on which such reclassification, issuance, reorganization, consolidation, merger, share exchange, sale, transfer, disposition, liquidation, dissolution or Significant Corporate Event winding up is to take place and the date of participation therein by the holders of capital stockCommon Stock, if any such date is to be fixed fixed, and shall also set forth such facts with respect thereto as shall be reasonably necessary to indicate the effect of such action on the capital stock, if anyCommon Stock, and the number and kind of any other shares of capital stock which will comprise the Warrant Shares, and the Exercise Price, Stock that are issuable upon exercise of this Warrant after giving effect to any adjustment, if any, which adjustment that will be required by this Section 3 as a result of such action. Such notice shall be so given in the case of any action covered by clause (1) or (2) above at least 20 days prior to the record date for determining holders of the capital stock for purposes of such action, and in the case of any other such action, at least 30 days prior to the date of the taking of such proposed action or the date of participation therein by the holders of capital stock, whichever shall be the earlier.