Notice of Dissent Sample Clauses

Notice of Dissent. A Director who is present at a meeting of the Board, or of a committee of the Board, at which action on any corporate matter is taken shall be presumed to have assented to the action taken unless: (1) his or her dissent is entered in the minutes of the meeting; or (2) the Director files a written dissent to the action with the Secretary of the meeting before the adjournment thereof or transmits the dissent in writing to the Secretary immediately after the adjournment of the meeting. The right of dissent shall not apply to a Director who voted in favor of the action. Nothing in this Section 6.1(f) shall bar a Director from asserting that minutes of the meeting incorrectly omitted his or her dissent if, promptly upon receipt of a copy of such minutes, the Director notifies the Secretary, in writing, of the asserted omission or inaccuracy.
Sample 1
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Notice of Dissent. If XXX is present at a meeting of the board of directors, or of a committee of the board at which action on any corporate matter is taken, then XXX shall be presumed to have assented to the action taken unless his dissent is entered in the minutes of the meeting or unless he files a written dissent to the action with the secretary of the meeting before the adjournment of thereof or transmits the dissent in writing to the secretary of the corporation immediately after the adjournment of the meeting. The right to dissent shall not apply to XXX if he voted in favor of the action. Nothing in this section shall bar XXX from asserting, that minutes of the meeting incorrectly omitted his dissent if, promptly upon receipt of a copy of such minutes, XXX notifies the secretary in writing, of the asserted omission or inaccuracy.
Sample 1
Notice of Dissent. GCo shall not have received on or prior to the Effective Time notice from the holders of more than 5% of the issued and outstanding GCo shares entitled to consent to, or vote on, the matters presented at the GCo Shareholders Meeting, in aggregate, of their intention to exercise their rights of dissent under Section 191 of the ABCA.
Sample 1
Notice of Dissent. If JRD is present at a meeting of the board of directors, or of a committee of the board at which action on any corporate matter is taken, then JRD shall be presumed to have assented to the action taken unless his dissent is entered in the minutes of the meeting or unless he files a written dissent to the action with the secretary of the meeting before the adjournment of thereof or transmits the dissent in writing to the secretary of the corporation immediately after the adjournment of the meeting. The right to dissent shall not apply to JRD if he voted in favor of the action. Nothing in this section shall bar JRD from asserting that minutes of the meeting incorrectly omitted his dissent if, promptly upon receipt of a copy of such minutes, JRD notifies the secretary in writing, of the asserted omission or inaccuracy.
Sample 1
Notice of Dissent. The Company shall not have received on or prior to the Effective Time notice from the holders of more than 5% of the issued and outstanding Company Common Shares entitled to consent to, or vote on, the matters presented at the Company Shareholders Meeting, in aggregate, of their intention to exercise their rights of dissent hereunder.
Sample 1
Notice of Dissent. A Shareholder who wishes to exercise a Dissent Right must give written notice of dissent ("Notice of Dissent") to IMA by depositing such Notice of Dissent with IMA, or mailing it to IMA by registered mail, at its head office at Suite 000-000 Xxxx Xxxxxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxx Xxxxxxxx, X0X 0X0, marked to the attention of the President, not later than two days before the IMA Meeting. A Shareholder who has given a Notice of Dissent in accordance with this section 6.2 is herein referred to as a "Dissenting Shareholder". A Shareholder who wishes to dissent must prepare a separate notice of dissent for (i) the Shareholder, if the Shareholder is dissenting on its own behalf and (ii) each person who beneficially owns shares in the Shareholder's name and on whose behalf the Shareholder is dissenting. To be valid, a Notice of Dissent must:
Sample 1
Notice of Dissent. 6 2.5 EXCHANGE OF SHARES AND CERTIFICATES........................................................................7 (A) EXCHANGE AGENT...........................................................................................7 (B) EXCHANGE PROCEDURES; TRANSFER OF SHARES..................................................................7 (C) DISTRIBUTIONS WITH RESPECT TO UNEXCHANGED SHARES.........................................................8 (D) NO FURTHER OWNERSHIP RIGHTS IN PANNONIAN COMMON STOCK; NO TRANSFER FOLLOWING THE CLOSING DATE............8 (E)
Sample 1
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Notice of Dissent. Pannonian shall give San Joaquin (i) prompt notixx xx xny written demands for appraisal or payment of the fair value of any shares of Pannonian Common Stock, withdrawals of such demands, and any other instruments served on Pannonian pursuant to Delaware law in connection with the Merger. Except with the prior written consent of San Joaquin, Pannonian shalx xxx xoluntarily make any payment with respect to any demands for appraisal, settle or offer to settle any such demands.
Sample 1
Notice of Dissent. If TWC is present at a meeting, of the board of directors, or of a committee of the board at which action on any corporate matter is taken, then TWC shall be presumed to have assented to the action taken unless his dissent is entered in the minutes of the meeting or unless he files a written dissent to the action with the secretary of the meeting before the adjournment of thereof or transmits the dissent in writing to the secretary of the corporation immediately after the adjournment of the meeting. The right to dissent shall not apply to TWC if he voted in favor of the action. Nothing in this section shall bar TWC from asserting that minutes of the meeting incorrectly omitted his dissent if, promptly upon receipt of a copy of such minutes, TWC notifies the secretary in writing, of the asserted omission or inaccuracy.
Sample 1

Related to Notice of Dissent

  • Notice of Dissolution In the event a Liquidating Event occurs or an event occurs that would, but for the provisions of an election or objection by one or more Partners pursuant to Section 13.1, result in a dissolution of the Partnership, the General Partner shall, within thirty (30) days thereafter, provide written notice thereof to each of the Partners.

  • Notice of Dispute The party wishing to commence the dispute resolution process must give written notice (Notice of Dispute) to the other parties of:

  • Notice of a Meeting Notice of a meeting called pursuant to Section 13.4 shall be given to the Record Holders of the class or classes of Units for which a meeting is proposed in writing by mail or other means of written communication in accordance with Section 16.1. The notice shall be deemed to have been given at the time when deposited in the mail or sent by other means of written communication.

  • Notice of Disputes Notice of the dispute will be submitted on the form provided in Appendix A and sent to the responding party, in order to provide an opportunity to respond. The Crown shall be provided with a copy.

  • Notice of Elections To make an election pursuant to this Section, the Borrower shall notify the Administrative Agent of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Interest Election Request in a form approved by the Administrative Agent and signed by the Borrower.

  • Notice of Election To make the election set forth in Section 7.03(A), the Company must send to the Holders, the Trustee and the Paying Agent, before the date on which each Reporting Event of Default first occurs, a notice that (i) briefly describes the report(s) that the Company failed to file with the SEC; (ii) states that the Company is electing that the sole remedy for such Reporting Event of Default consist of the accrual of Special Interest; and (iii) briefly describes the periods during which and rate at which Special Interest will accrue and the circumstances under which the Notes will be subject to acceleration on account of such Reporting Event of Default.

  • Notice of Direct Claims Any claim for indemnification or contribution under this Agreement or any Ancillary Agreement that does not result from a Third-Party Claim shall be asserted by written notice given by the Indemnitee to the applicable Indemnifying Party; provided, that the failure by an Indemnitee to so assert any such claim shall not prejudice the ability of the Indemnitee to do so at a later time except to the extent (if any) that the Indemnifying Party is prejudiced thereby. Such Indemnifying Party shall have a period of thirty (30) days after the receipt of such notice within which to respond thereto. If such Indemnifying Party does not respond within such thirty (30)-day period, such specified claim shall be conclusively deemed a Liability of the Indemnifying Party under this Section 4.6(b) or, in the case of any written notice in which the amount of the claim (or any portion thereof) is estimated, on such later date when the amount of the claim (or such portion thereof) becomes finally determined. If such Indemnifying Party does not respond within such thirty (30)-day period or rejects such claim in whole or in part, such Indemnitee shall, subject to the provisions of Article VII, be free to pursue such remedies as may be available to such party as contemplated by this Agreement and the Ancillary Agreements, as applicable, without prejudice to its continuing rights to pursue indemnification or contribution hereunder.

  • Notice Of Intent To Surrender Any other provision of this lease to the contrary notwithstanding, at least thirty (30) days prior to the normal expiration of the term of this Lease as noted under the heading TERM OF LEASE above, Tenant shall give written notice to Landlord of Tenant’s intention to surrender the residence at the expiration of the Lease term. If said written notice is not timely given, the Tenant shall become a month-to-month tenant as defined by applicable Georgia law, and all provisions of this Lease will remain in full force and effect, unless this Lease is extended or renewed for a specific term by written agreement of Landlord and Tenant. If Tenant becomes a month-to-month tenant in the manner described above, Tenant must give a thirty (30) day written notice to the Landlord of Tenant’s intention to surrender the residence. At any time during a month-to-month tenancy Landlord may terminate the month-to-month Lease by serving Tenant with a written notice of termination, or by any other means allowed by applicable Georgia law. Upon termination, Tenant shall vacate the premises and deliver same unto Landlord on or before the expiration of the period of notice.

  • Notice of Disposition To the extent that this Option is designated as an Incentive Option, if Shares of Common Stock acquired upon exercise of the Option are disposed of within two years following the date of grant or one year following the transfer of such Shares to the Participant upon exercise, the Participant shall, promptly following such disposition, notify the Corporation in writing of the date and terms of such disposition and provide such other information regarding the disposition as the Administrator may reasonably require.

  • Notice of Decision The Plan Administrator shall notify the claimant in writing of its decision on review. The Plan Administrator shall write the notification in a manner calculated to be understood by the claimant. The notification shall set forth:

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