Common use of Notice of Corporate Events Clause in Contracts

Notice of Corporate Events. If the Company (i) declares a dividend or any other distribution of cash, securities or other property in respect of its Common Stock, including without limitation any granting of rights or warrants to subscribe for or purchase any capital stock of the Company, (ii) authorizes or approves, enters into any agreement contemplating or solicits stockholder approval for a Fundamental Change or (iii) authorizes the voluntary dissolution, liquidation or winding up of the affairs of the Company, then the Company shall deliver to the holders of the Notes a notice describing the material terms and conditions of such transaction, at least twenty (20) trading days prior to the applicable record or effective date on which a Person would need to hold Common Stock in order to participate in or vote with respect to such transaction, and the Company will take all steps reasonably necessary in order to ensure that the holders of the Notes are given the practical opportunity to convert the Notes prior to such time so as to participate in or vote with respect to such transaction.

Appears in 10 contracts

Samples: Subscription Agreement (Air Industries Group), Subscription Agreement (Air Industries Group), Air Industries Group

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Notice of Corporate Events. If the Company (i) declares a dividend or any other distribution of cash, securities or other property in respect of its Common Stock, including without limitation any granting of rights or warrants to subscribe for or purchase any capital stock of the CompanyCompany or any Subsidiary, (ii) authorizes or approves, enters into any agreement contemplating or solicits stockholder approval for a Fundamental Change or (iii) authorizes the voluntary dissolution, liquidation or winding up of the affairs of the Company, then the Company shall deliver to the holders of the Notes a notice describing the material terms and conditions of such transaction, at least twenty (20) trading days Trading Days prior to the applicable record or effective date on which a Person would need to hold Common Stock in order to participate in or vote with respect to such transaction, and the Company will take all steps reasonably necessary in order to ensure that the holders of the Notes are given the practical opportunity to convert the Notes prior to such time so as to participate in or vote with respect to such transaction.

Appears in 2 contracts

Samples: Clearone Inc, Clearone Inc

Notice of Corporate Events. If the Company (i) declares a dividend or any other distribution of cash, securities or other property in respect of its shares of Common Stock, including without limitation any granting of rights or warrants to subscribe for or purchase any capital stock of the CompanyCompany or any subsidiary thereof, (ii) authorizes or and publicly approves, or enters into any agreement contemplating or solicits stockholder shareholder approval for a any Fundamental Change Transaction or (iii) publicly authorizes the voluntary dissolution, liquidation or winding up of the affairs of the Company, then the Company shall deliver to the holders of the Notes Holder a notice describing the material terms and conditions of such transaction, at least twenty (20) trading days 20 Trading Days prior to the applicable record or effective date on which a Person would need to hold Common Stock in order to participate in or vote with respect to such transaction, and the Company will take all steps reasonably necessary in order to ensure insure that the holders of the Notes are Holder is given the practical opportunity to convert the Notes this Note prior to such time so as to participate in or vote with respect to such transaction.

Appears in 2 contracts

Samples: Put Option Agreement (Intercloud Systems, Inc.), Put Option Agreement (Intercloud Systems, Inc.)

Notice of Corporate Events. If the Company (i) declares a dividend or any other distribution of cash, securities or other property in respect of its Common Stock, including without limitation any granting of rights or warrants to subscribe for or purchase any capital stock of the CompanyCompany or any Subsidiary, (ii) authorizes or approves, enters into any agreement contemplating or solicits stockholder approval for a Fundamental Change or (iii) authorizes the voluntary dissolution, liquidation or winding up of the affairs of the Company, then the Company shall deliver to the holders of the Notes Holder a notice describing the material terms and conditions of such transaction, at least twenty (20) trading days 15 Trading Days prior to the applicable record or effective date on which a Person would need to hold Common Stock in order to participate in or vote with respect to such transaction, and the Company will take all steps reasonably necessary in order to ensure insure that the holders of the Notes are Holder is given the practical opportunity to convert the Notes this Note prior to such time so as to participate in or vote with respect to such transaction.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Easylink Services International Corp), Securities Purchase Agreement (Internet Commerce Corp)

Notice of Corporate Events. If the Company (i) declares a dividend or any other distribution of cash, securities or other property in respect of its Common Stock, including without limitation any granting of rights or warrants to subscribe for or purchase any capital stock of the CompanyCompany or any Subsidiary, (ii) authorizes or and publicly approves, or enters into any agreement contemplating or solicits stockholder shareholder approval for a Fundamental any Change of Control or (iii) publicly authorizes the voluntary dissolution, liquidation or winding up of the affairs of the Company, then the Company shall deliver to the holders of the Notes Investor a notice describing the material terms and conditions of such transaction, at least twenty (20) trading 20 calendar days prior to the applicable record or effective date on which a Person would need to hold Common Stock in order to participate in or vote with respect to such transaction, and the Company will take all steps reasonably necessary in order to ensure insure that the holders of the Notes are Investor is given the practical opportunity to convert the Notes this Note prior to such time so as to participate in or vote with respect to such transaction.

Appears in 2 contracts

Samples: World Heart Corp, Abiomed Inc

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Notice of Corporate Events. If the Company (i) declares a dividend or any other distribution of cash, securities or other property in respect of its Common Stock, including without limitation any granting of rights or warrants to subscribe for or purchase any capital stock of the Company, (ii) authorizes or approves, enters into any agreement contemplating or solicits stockholder approval for a Fundamental Change or (iii) authorizes the voluntary dissolution, liquidation or winding up of the affairs of the Company, then the Company shall deliver to the holders of the Notes a notice describing the material terms and conditions of such transaction, at least twenty (20) trading days prior to the applicable record or effective date on which a Person person would need to hold Common Stock in order to participate in or vote with respect to such transaction, and the Company will take all steps reasonably necessary in order to ensure that the holders of the Notes are given the practical opportunity to convert the Notes prior to such time so as to participate in or vote with respect to such transaction.

Appears in 1 contract

Samples: Usa Equities Corp.

Notice of Corporate Events. If the Company (i) declares a dividend or any other distribution of cash, securities or other property in respect of its Common Stock, including without limitation any granting of rights or warrants to subscribe for or purchase any capital stock of the CompanyCompany or any Subsidiary, (ii) authorizes or approves, enters into any agreement contemplating or solicits stockholder shareholder approval for a any Fundamental Change or (iii) authorizes the voluntary dissolution, liquidation or winding up of the affairs of the Company, then the Company shall deliver to the holders of the Notes Holder a notice describing the material terms and conditions of such transaction, at least twenty (20) trading 20 calendar days prior to the applicable record or effective date on which a Person would need to hold Common Stock in order to participate in or vote with respect to such transaction, and the Company will take all steps reasonably necessary in order to ensure insure that the holders of the Notes are Holder is given the practical opportunity to convert the Notes this Debenture prior to such time so as to participate in or vote with respect to such transaction.

Appears in 1 contract

Samples: Carrington Laboratories Inc /Tx/

Notice of Corporate Events. If the Company (i) declares a dividend or any other distribution of cash, securities or other property in respect of its Common Stock, including without limitation any granting of rights or warrants to subscribe for or purchase any capital stock of the CompanyCompany or any Subsidiary, (ii) authorizes or approves, enters into any agreement contemplating or solicits stockholder approval for a any Fundamental Change Transaction or (iii) authorizes the voluntary dissolution, liquidation or winding up of the affairs of the Company, then the Company shall deliver to the holders of the Notes Holder a notice describing the material terms and conditions of such transaction, at least twenty (20) trading 20 calendar days prior to the applicable record or effective date on which a Person would need to hold Common Stock in order to participate in or vote with respect to such transaction, and the Company will take all steps reasonably necessary in order to ensure insure that the holders of the Notes are Holder is given the practical opportunity to convert the Notes this Debenture prior to such time so as to participate in or vote with respect to such transaction.with

Appears in 1 contract

Samples: Procom Technology Inc

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