Common use of Notices of Certain Transactions Clause in Contracts

Notices of Certain Transactions. (a) In the event: (i) that the Company makes any amendment to its articles of incorporation; (ii) of any capital reorganization of the Company, any reclassification of the shares of ownership of the Company, any Change of Control Transaction, any other consolidation or merger of the Company with or into another entity,; or (iii) of the voluntary or involuntary dissolution, liquidation or winding-up of the Company; then, and in each such case, the Company will send to Holder a notice specifying, as the case may be, (a) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, (b) a certified copy of the Company’s current articles of incorporation, or (c) the effective date on which such reorganization, reclassification, consolidation, merger, transfer, Change of Control Transaction, dissolution, liquidation, winding-up, or redemption is to take place, and the time, if any is to be fixed, as of which Holders of record of Common Stock (or such other stock or securities at the time deliverable upon such reorganization, reclassification, consolidation, merger, transfer, dissolution, liquidation, winding-up, or redemption) shall be determined. Such notice shall be mailed at least twenty (20) days prior to the record date or effective date for the event specified in such notice.

Appears in 1 contract

Samples: Warrant Agreement (SOS Hydration Inc.)

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Notices of Certain Transactions. (a) In the eventcase: (i) that the Company makes any amendment to its articles of incorporation; (iia) of any capital reorganization of the Company, any reclassification of the shares of ownership capital stock of the Company, any Change consolidation or merger of Control Transactionthe Company, any other consolidation or merger of the Company with or into another corporation (other than a consolidation or merger in which the Company is the surviving entity,; ), or any transfer of all or substantially all of the assets of the Company, or (iiib) of the voluntary or involuntary dissolution, liquidation or winding-up of the Company; , or (c) of the initial public offering of the Company, then, and in each such case, the Company will send mail or cause to be mailed to the Holder a notice specifying, as the case may be, (ai) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, (b) a certified copy of the Company’s current articles of incorporation, or (cii) the effective date on which such reorganization, reclassification, consolidation, merger, transfer, Change of Control Transaction, dissolution, liquidation, winding-up, redemption or redemption conversion is to take place, and the time, if any is to be fixed, as of which Holders the holders of record of Common Stock Shares (or such other stock or securities at the time deliverable upon such reorganization, reclassification, consolidation, merger, transfer, dissolution, liquidation, winding-up, redemption or redemptionconversion) shall are to be determined. Such notice shall be mailed at least twenty ten (2010) days prior to the record date or effective date for the event specified in such notice.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Vynleads, Inc.)

Notices of Certain Transactions. (a) In the event: (ia) that the Company makes shall take a record of the holders of its Common Stock (or other stock or securities at the time deliverable upon the exercise of this Warrant) for the purpose of entitling or enabling them to receive any amendment dividend or other distribution, or to its articles receive any right to subscribe for or purchase any shares of incorporation;stock of any class or any other securities, or to receive any other right, to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right, or (iib) of any capital reorganization of the Company, any reclassification of the shares of ownership capital stock of the Company, or any Change of Control Transaction, any other consolidation or merger of the Company with or into another entity,; corporation, or (iiic) of the voluntary or involuntary dissolution, liquidation or winding-up of the Company; , then, and in each such case, the Company will send mail or cause to be mailed to the Registered Holder a notice specifying, as the case may be, (ai) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, (b) a certified copy of the Company’s current articles of incorporation, right or (cii) the effective date on which such reclassification, reorganization, reclassification, consolidation, merger, transfer, Change of Control Transaction, dissolution, liquidation, liquidation or winding-up, or redemption up is to take place, and the time, if any is to be fixed, as of which Holders the holders of record of Common Stock Warrant Shares shall be entitled to exchange their shares of Warrant Shares (or such other stock or securities) for securities at the time or other property deliverable upon such reclassification, reorganization, reclassification, consolidation, merger, transfer, dissolution, liquidation, liquidation or winding-up, or redemption) shall be determined. Such notice shall be mailed at least twenty ten (2010) days prior to the record date or effective date for the event specified in such notice.

Appears in 1 contract

Samples: Merger Agreement (Oryon Holdings, Inc.)

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Notices of Certain Transactions. (a) In the eventcase of: (i) that the Company makes any amendment to its articles of incorporation; (ii) of any capital Common reorganization of the Company, any reclassification of the shares of ownership Common stock of the Company, any Change consolidation or merger of Control Transactionthe Company, any other consolidation or merger of the Company with or into another corporation (other than a consolidation or merger in which the Company is the surviving entity,; ), or any transfer of all or substantially all of the assets of the Company, or (iiiii) of the voluntary or involuntary dissolution, liquidation or winding-up of the Company; , or (iii) the initial public offering of the Company, then, and in each such case, the Company will send mail or cause to be mailed to the Holder a notice specifying, as the case may be, (ai) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, (b) a certified copy of the Company’s current articles of incorporation, or (cii) the effective date on which such reorganization, reclassification, consolidation, merger, transfer, Change of Control Transaction, dissolution, liquidation, winding-up, redemption or redemption conversion is to take place, and the time, if any is to be fixed, as of which Holders the holders of record of Common Stock (or such other stock or securities at the time deliverable upon such reorganization, reclassification, consolidation, merger, transfer, dissolution, liquidation, winding-up, redemption or redemptionconversion) shall are to be determined. Such notice shall be mailed at least twenty ten (2010) days prior to the record date or effective date for the event specified in such notice.

Appears in 1 contract

Samples: Warrant Agreement (Miromatrix Medical Inc.)

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