Common use of Notice of Corporate Action Clause in Contracts

Notice of Corporate Action. If at any time: (a) Company shall take a record of the holders of its Common Stock for the purpose of entitling them to receive a dividend or other distribution, or any right to subscribe for or purchase any evidences of its indebtedness, any shares of stock of any class or any other securities or property, or to receive any other right; (b) there shall be approved by the Board any capital reorganization of Company, any reclassification or recapitalization of the capital stock of Company or any consolidation or merger of Company with, or any sale, transfer or other disposition of all or substantially all the property, assets or business of Company to, another corporation, including without limitation any such event constituting an Organic Change; or (c) there shall be a voluntary or involuntary dissolution, liquidation or winding up of Company; then Company shall give to Holder (i) in the case of any event described in (a) above, at least fifteen (15) days' prior written notice of the date on which a record date shall be selected in respect of such event and (ii) in the case of any event described in (b) or (c) above, at least thirty (30) days' prior written notice of the date when such event shall take place. Such notice shall also specify (i) the date on which the holders of Common Stock shall be entitled to any such dividend, distribution or right, and the amount and character thereof and (ii) the date on which any such reorganization, reclassification, merger, consolidation, sale, transfer, disposition, dissolution, liquidation or winding up is to take place and the time, if any such time is to be fixed, as of which the holders of Common Stock shall be entitled to exchange their shares of Common Stock for securities or other property deliverable upon such event.

Notice of Corporate Action. If at any time: (a) the Company shall take takes a record of the holders of its Common Stock Shares for the purpose of entitling them to receive a dividend or other distribution, or any right to subscribe for or purchase any evidences of its indebtedness, any shares of stock of any class or any other securities or property, or to receive any other right;, (b) there shall be approved by the Board any capital reorganization is a Change of CompanyControl Event, any reclassification or recapitalization of the capital stock of Company or any consolidation or merger of Company with, or any sale, transfer or other disposition of all or substantially all the property, assets or business of Company to, another corporation, including without limitation any such event constituting an Organic Change; or (c) there shall be is a voluntary or involuntary dissolution, liquidation or winding up of the Company; then then, in any one or more of such cases, the Company shall will give to Holder (i) in the case of any event described in (a) aboveHolder, if lawful and practicable to do so, at least fifteen (15) 10 days' ’ prior written notice of the date on which a record date shall will be selected for such dividend, distribution or right or for determining rights to vote in respect of any such event and (ii) in the case Change of any event described in (b) or (c) aboveControl Event, at least thirty (30) 10 days' ’ prior written notice of the date when such event shall the same will take place. Such notice shall in accordance with the foregoing clause also will specify (i) the date on which any such record is to be taken for the purpose of such dividend, distribution or right, the date on which the holders of Common Stock shall Shares will be entitled to any such dividend, distribution or right, and the amount and character thereof and (ii) the date on which any such reorganization, reclassification, merger, consolidation, sale, transfer, disposition, dissolution, liquidation or winding up Change of Control Event is to take place and the time, if any such time is to be fixed, as of which the holders of Common Stock shall Shares will be entitled to exchange their shares of Common Stock Shares for securities or other property deliverable upon such eventdisposition, dissolution, liquidation or winding up. Each such written notice will be sufficiently given if addressed to the Holder at the last address of the Holder appearing on the books of the Company and delivered in accordance with Section 10.

Notice of Corporate Action. If at any time: (ai) the Company shall take a record of the holders of its Common Stock for the purpose of entitling them to receive a dividend or other distribution, or any right to subscribe for or purchase any evidences of its indebtedness, any shares of stock of any class or any other securities or property, or to receive any other right; (bii) there shall be approved by the Board any capital reorganization of Company, any reclassification or recapitalization of the capital stock of Company or any consolidation or merger of Company with, or any sale, transfer or other disposition of all or substantially all the property, assets or business of Company to, another corporation, including without limitation any such event constituting an Organic ChangeReorganization Transaction; or (ciii) there shall be a voluntary or involuntary dissolution, liquidation or winding up of the Company; then , then, in any one or more of such cases, the Company shall give to the Holder (i) in the case of any event described in (a) above, at least fifteen ten (1510) days' Business Days’ prior written notice of the date on which (A) a record date shall be selected for such dividend, distribution or right or for determining rights to vote in respect of any such event Reorganization Transaction or dissolution, liquidation or winding up and (iiB) in the case of any event described in (b) such Reorganization Transaction or (c) abovedissolution, at least thirty (30) days' prior written notice of the date when such event liquidation or winding up shall take place. Such notice in accordance with the foregoing clause shall also specify (iY) the date on which any such record is to be taken for the purpose of such dividend, distribution or right and the date on which the holders of Common Stock shall be entitled to any such dividend, distribution or right, right (and the amount and character thereof thereof) and (iiZ) the date on which any such reorganization, reclassification, merger, consolidation, sale, transfer, disposition, Reorganization Transaction or dissolution, liquidation or winding up is to take place and the time, if any such time is to be fixed, as of which the holders of Common Stock shall be entitled to exchange their shares of Common Stock for securities or other property deliverable upon such eventReorganization Transaction or dissolution, liquidation or winding up. Each such written notice shall be sufficiently given if delivered in accordance with Section 13(d).

Notice of Corporate Action. If at any time: (ai) the Company shall take a record of the holders of its Common Stock for the purpose of entitling them to receive a dividend or other distribution, or any right to subscribe for or purchase any evidences of its indebtedness, any shares of stock of any class or any other securities or property, or to receive any other right; (bii) there shall be approved by the Board any capital reorganization of Company, any reclassification or recapitalization of the capital stock of Company or any consolidation or merger of Company with, or any sale, transfer or other disposition of all or substantially all the property, assets or business of Company to, another corporation, including without limitation any such event constituting an Organic ChangeReorganization Transaction; or (ciii) there shall be a voluntary or involuntary dissolution, liquidation or winding up of the Company; then , then, in any one or more of such cases, the Company shall give to the Holder (i) in the case of any event described in (a) above, at least fifteen ten (1510) days' Business Days’ prior written notice of the date on which (A) a record date shall be selected for such dividend, distribution or right or for determining rights to vote in respect of any such event Reorganization Transaction or dissolution, liquidation or winding up and (iiB) in the case of any event described in (b) such Reorganization Transaction or (c) abovedissolution, at least thirty (30) days' prior written notice of the date when such event liquidation or winding up shall take place. Such notice in accordance with the foregoing clause shall also specify (iY) the date on which any such record is to be taken for the purpose of such dividend, distribution or right and the date on which the holders of Common Stock shall be entitled to any such dividend, distribution or right, right (and the amount and character thereof thereof) and (iiZ) the date on which any such reorganization, reclassification, merger, consolidation, sale, transfer, disposition, Reorganization Transaction or dissolution, liquidation or winding up is to take place and the time, if any such time is to be fixed, as of which the holders of Common Stock shall be entitled to exchange their shares of Common Stock for securities or other property deliverable upon such eventReorganization Transaction or dissolution, liquidation or winding up. Each such written notice shall be sufficiently given if delivered in accordance with Section 12(d).