Notices of Record Date, etc. In the event of (a) any taking by the Company of a record of its stockholders for the purpose of determining the stockholders thereof who are entitled to receive any dividend or other distribution, or any right to subscribe for, purchase or otherwise acquire any shares of stock of any class or any other securities or property, or to receive any other right, or for the purpose of determining stockholders who are entitled to vote in connection with any proposed capital reorganization of the Company, any reclassification or recapitalization of the capital stock of the Company or any transfer of all or substantially all the assets of the Company to or consolidation or merger of the Company with or into any other person, or (b) any voluntary or involuntary dissolution, liquidation or winding-up of the Company, or (c) any proposed issue or grant by the Company of any Common Stock, or any other securities, or any right or option to subscribe for, purchase or otherwise acquire any shares of stock of any class or any other securities (other than the issue of Common Stock on the exercise of the Warrants), then and in each such event the Company will mail or cause to be mailed to each Holder of a Warrant a notice specifying (i) the date on which any such 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, (ii) the date on which any such reorganization, reclassification, recapitalization, transfer, consolidation, merger, dissolution, liquidation or winding-up is to take place, and the time, if any, as of which the Holders of record of Underlying Securities shall be entitled to exchange their shares of Underlying Securities for securities or other property deliverable upon such reorganization, reclassification, recapitalization, transfer, consolidation, merger, dissolution, liquidation or winding-up and (iii) the amount and character of any stock or other securities, or rights or options with respect thereto, proposed to be issued or granted, the date of such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant is to be offered or made. Such notice shall be given at least 10 days prior to the date therein specified.
Appears in 7 contracts
Samples: Subscription Agreement (Nano Vibronix, Inc.), Warrant Agreement (Nano Vibronix, Inc.), Subscription Agreement (Nano Vibronix, Inc.)
Notices of Record Date, etc. In the event ofthat:
(a) any taking by the Company of a record of its stockholders for the purpose of determining the stockholders thereof who are entitled to receive shall declare any dividend or other distributiondistribution to the holders of Common Stock, or authorizes the granting to all Common Stock holders of any right to subscribe for, purchase or otherwise acquire any shares of stock of any class or any other securities or property, or to receive securities; or
(b) the Company authorizes any other right, or for the purpose of determining stockholders who are entitled to vote in connection with any proposed capital reorganization of the Company, any reclassification or recapitalization of the capital stock of the Company or Company, any transfer of all or substantially all the assets of the Company to or consolidation or merger of the Company with or into another corporation, or any other person, conveyance of all or substantially all of the assets of the Company to another corporation or entity; or
(bc) the Company authorizes any voluntary or involuntary dissolution, liquidation or winding-winding up of the Company, or
(c) any proposed issue or grant by the Company of any Common Stockthen, or any other securities, or any right or option to subscribe for, purchase or otherwise acquire any shares of stock of any class or any other securities (other than the issue of Common Stock on the exercise of the Warrants), then and in each such event case, the Company will shall mail or cause to be mailed to each Holder the holder of a this Warrant at the time outstanding a notice specifying specifying, as the case may be, (i) the date on which any such 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, or (ii) the date on which any such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyance, dissolution, liquidation or winding-winding up is to take place, and the time, if anyany is to be fixed, as of to which the Holders holders of record of Underlying Securities Common Stock (or such other securities at the time receivable upon the exercise of the Warrant) shall be entitled to exchange their shares of Underlying Securities Common Stock (or such Other Securities) for securities or other property deliverable upon such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyance, dissolution, liquidation or winding-up and (iii) the amount and character of any stock or other securities, or rights or options with respect thereto, proposed to be issued or granted, the date of such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant is to be offered or madewinding up. Such notice shall be given mailed at least 10 15 days prior to the date therein specified.
Appears in 7 contracts
Samples: Warrant Agreement (HYBRID Coating Technologies Inc.), Warrant Agreement (EPOD Solar Inc.), Warrant Agreement (ICP Solar Technologies Inc.)
Notices of Record Date, etc. In the event ofthat:
(a) any taking by the Company of a record of its stockholders for the purpose of determining the stockholders thereof who are entitled to receive shall declare any dividend or other distributiondistribution to the holders of Common Stock, or authorizes the granting to Common Stock holders of any right to subscribe for, purchase purchase, or otherwise acquire any shares of stock of any class or any other securities or property, or to receive securities; or
(b) the Company authorizes any other right, or for the purpose of determining stockholders who are entitled to vote in connection with any proposed capital reorganization of the Company, any reclassification or recapitalization of the capital stock of the Company or Company, any transfer of all or substantially all the assets of the Company to or consolidation or merger of the Company with or into another corporation, or any other person, conveyance of all or substantially all of the assets of the Company to another corporation or entity; or
(bc) the Company authorizes any voluntary or involuntary dissolution, liquidation liquidation, or winding-winding up of the Company, or
(c) any proposed issue or grant by the Company of any Common Stockthen, or any other securities, or any right or option to subscribe for, purchase or otherwise acquire any shares of stock of any class or any other securities (other than the issue of Common Stock on the exercise of the Warrants), then and in each such event case, the Company will shall mail or cause to be mailed to each Holder the holder of a this Warrant at the time outstanding a notice specifying specifying, as the case may be, (i) the date on which any such 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 distribution, or right, or (ii) the date on which any such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyance, dissolution, liquidation liquidation, or winding-winding up is to take place, and the time, if anyany is to be fixed, as of to which the Holders holders of record of Underlying Securities Common Stock (or such other securities at the time receivable upon the exercise of the Warrant) shall be entitled to exchange their shares of Underlying Securities Common Stock (or such Other Securities) for securities or other property deliverable upon such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyance, dissolution, liquidation or winding-up and (iii) the amount and character of any stock or other securitiesliquidation, or rights or options with respect thereto, proposed to be issued or granted, the date of such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant is to be offered or madewinding up. Such notice shall be given mailed at least 10 20 days prior to the date therein specified.
Appears in 2 contracts
Samples: Warrant Agreement (Smith & Wesson Holding Corp), Warrant Agreement (Smith & Wesson Holding Corp)
Notices of Record Date, etc. In the event ofthat:
(a) any taking by the Company of a record of its stockholders for the purpose of determining the stockholders thereof who are entitled to receive shall declare any dividend or other distributiondistribution to the holders of Common Stock, or authorizes the granting to Common Stock holders of any right to subscribe for, purchase purchase, or otherwise acquire any shares of stock of any class or any other securities or property, or to receive securities; or
(b) the Company authorizes any other right, or for the purpose of determining stockholders who are entitled to vote in connection with any proposed capital reorganization of the Company, any reclassification or recapitalization of the capital stock of the Company or Company, any transfer of all or substantially all the assets of the Company to or consolidation or merger of the Company with or into another corporation, or any other person, conveyance of all or substantially all of the assets of the Company to another corporation or entity; or
(bc) the Company authorizes any voluntary or involuntary dissolution, liquidation liquidation, or winding-winding up of the Company, or
(c) any proposed issue or grant by the Company of any Common Stockthen, or any other securities, or any right or option to subscribe for, purchase or otherwise acquire any shares of stock of any class or any other securities (other than the issue of Common Stock on the exercise of the Warrants), then and in each such event case, the Company will shall mail or cause to be mailed to each Holder the holder of a this Warrant at the time outstanding a notice specifying specifying, as the case may be, (i) the date on which any such a record is to be taken for the purpose of such dividend, distribution distribution, or right, and stating the amount and character of such dividend, distribution distribution, or right, or (ii) the date on which any such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyance, dissolution, liquidation liquidation, or winding-winding up is to take place, and the time, if anyany is to be fixed, as of to which the Holders holders of record of Underlying Securities Common Stock (or such other securities at the time receivable upon the exercise of the Warrant) shall be entitled to exchange their shares of Underlying Securities Common Stock (or such Other Securities) for securities or other property deliverable upon such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyance, dissolution, liquidation or winding-up and (iii) the amount and character of any stock or other securitiesliquidation, or rights or options with respect thereto, proposed to be issued or granted, the date of such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant is to be offered or madewinding up. Such notice shall be given mailed at least 10 20 days prior to the date therein specified.
Appears in 2 contracts
Samples: Note and Warrant Purchase Agreement (Kona Grill Inc), Warrant Agreement (Kona Grill Inc)
Notices of Record Date, etc. In the event ofthat:
(a) any taking by the Company of a record of its stockholders for the purpose of determining the stockholders thereof who are entitled to receive shall declare any dividend or other distributiondistribution to the holders of Common Stock, or authorizes the granting to Common Stock holders of any right to subscribe for, purchase or otherwise acquire any shares of stock of any class or any other securities or property, or to receive securities; or
(b) the Company authorizes any other right, or for the purpose of determining stockholders who are entitled to vote in connection with any proposed capital reorganization of the Company, any reclassification or recapitalization of the capital stock of the Company or Company, any transfer of all or substantially all the assets of the Company to or consolidation or merger of the Company with or into another corporation, or any other person, conveyance of all or substantially all of the assets of the Company to another corporation or entity; or
(bc) the Company authorizes any voluntary or involuntary dissolution, liquidation liquidation, or winding-winding up of the Company; then, or
(c) any proposed issue or grant by the Company of any Common Stock, or any other securities, or any right or option to subscribe for, purchase or otherwise acquire any shares of stock of any class or any other securities (other than the issue of Common Stock on the exercise of the Warrants), then and in each such event case, the Company will shall mail or cause to be mailed to each Holder the holder of a this Warrant at the time outstanding a notice specifying specifying, as the case may be, (i) the date on which any such a record is to be taken for the purpose of such dividend, distribution distribution, or right, and stating the amount and character of such dividend, distribution distribution, or right, or (ii) the date on which any such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyance, dissolution, liquidation liquidation, or winding-winding up is to take place, and the time, if anyany is to be fixed, as of to which the Holders holders of record of Underlying Securities Common Stock (or such other securities at the time receivable upon the exercise of the Warrant) shall be entitled to exchange their shares of Underlying Securities Common Stock (or such Other Securities) for securities or other property deliverable upon such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyance, dissolution, liquidation or winding-up and (iii) the amount and character of any stock or other securitiesliquidation, or rights or options with respect thereto, proposed to be issued or granted, the date of such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant is to be offered or madewinding up. Such notice shall be given mailed at least 10 20 days prior to the date therein specified.
Appears in 1 contract
Samples: Warrant Agreement (Vital Living Inc)
Notices of Record Date, etc. In the event of: ---------------------------
(ai) any taking by the Company of a record of its stockholders the holders of any class of securities for the purpose of determining the stockholders holders thereof who are entitled to receive any dividend (other than a cash dividend) or other distribution, or any right to subscribe for, purchase or otherwise acquire any shares of stock of any class or any other securities or property, or to receive any other right, or for the purpose of determining stockholders who are entitled to vote in connection with ; or
(ii) any proposed capital reorganization of the Company, any reclassification or recapitalization of the capital stock of the Company or any transfer conveyance of all or substantially all the assets of the Company to or consolidation or merger of the Company with or into any other person, corporation; or
(biii) any voluntary or involuntary dissolution, liquidation or winding-winding up of the Company, or
(c) any proposed issue or grant by the Company of any Common Stock, or any other securities, or any right or option to subscribe for, purchase or otherwise acquire any shares of stock of any class or any other securities (other than the issue of Common Stock on the exercise of the Warrants), ; then and in each such event the Company will mail or cause to be mailed to each the Holder of a Warrant a notice specifying (iA) the date on which any such 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, ; (iiB) the date on which any such reorganization, reclassification, recapitalization, transferconveyance, consolidation, merger, dissolution, liquidation liquidation, or winding-winding up is to take place, and the time, if anyany is to be fixed, as of which the Holders holders of record of Underlying Securities Common Stock (or other securities) shall be entitled to exchange their shares of Underlying Securities Common Stock (or other securities) for securities or other property deliverable upon such reorganization, reclassification, recapitalization, transferconveyance, consolidation, merger, dissolution, liquidation liquidation, or winding-up winding up; and (iiiC) the amount and character of any stock or other securities, or rights or options with respect thereto, proposed to be issued or granted, the date of such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant is to be offered or made. Such notice shall be given mailed at least 10 15 days prior to the date therein specified.
Appears in 1 contract
Samples: Warrant Agreement (Vialink Co)
Notices of Record Date, etc. In the event ofthat:
(a) any taking by the Company of a record of its stockholders for the purpose of determining the stockholders thereof who are entitled to receive shall declare any dividend or other distributiondistribution to the holders of Common Stock, or authorizes the granting to Common Stock holders of any right to subscribe for, purchase or otherwise acquire any shares of stock of any class or any other securities or property, or to receive securities; or
(b) the Company authorizes any other right, or for the purpose of determining stockholders who are entitled to vote in connection with any proposed capital reorganization of the Company, any reclassification or recapitalization of the capital stock of the Company or Company, any transfer of all or substantially all the assets of the Company to or consolidation or merger of the Company with or into another corporation, or any other person, conveyance of all or substantially all of the assets of the Company to another corporation or entity; or
(bc) the Company authorizes any voluntary or involuntary dissolution, liquidation or winding-winding up of the Company, or
(c) any proposed issue or grant by the Company of any Common Stockthen, or any other securities, or any right or option to subscribe for, purchase or otherwise acquire any shares of stock of any class or any other securities (other than the issue of Common Stock on the exercise of the Warrants), then and in each such event case, the Company will shall mail or cause to be mailed to each Holder the holder of a this Warrant at the time outstanding a notice specifying specifying, as the case may be, (i) the date on which any such 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, or (ii) the date on which any such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyance, dissolution, liquidation or winding-winding up is to take place, and the time, if anyany is to be fixed, as of to which the Holders holders of record of Underlying Securities Common Stock (or such other securities at the time receivable upon the exercise of the Warrant) shall be entitled to exchange their shares of Underlying Securities Common Stock (or such Other Securities) for securities or other property deliverable upon such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyance, dissolution, liquidation or winding-up and (iii) the amount and character of any stock or other securities, or rights or options with respect thereto, proposed to be issued or granted, the date of such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant is to be offered or madewinding up. Such notice shall be given mailed at least 10 20 days prior to the date therein specified.
Appears in 1 contract
Samples: Warrant Agreement (Roadrunner Transportation Systems, Inc.)
Notices of Record Date, etc. In the event ofthat:
(a) any taking by the Company of a record of its stockholders for the purpose of determining the stockholders thereof who are entitled to receive shall declare any dividend or other distributiondistribution to the holders of Common Stock, or authorizes the granting to Common Stock holders of any right to subscribe for, purchase or otherwise acquire any shares of stock of any class or any other securities or property, or to receive securities; or
(b) the Company authorizes any other right, or for the purpose of determining stockholders who are entitled to vote in connection with any proposed capital reorganization of the Company, any reclassification or recapitalization of the capital stock of the Company or Company, any transfer of all or substantially all the assets of the Company to or consolidation or merger of the Company with or into another corporation, or any other person, conveyance of all or substantially all of the assets of the Company to another corporation or entity; or
(bc) the Company authorizes any voluntary or involuntary dissolution, liquidation liquidation, or winding-winding up of the Company, or
(c) any proposed issue or grant by the Company of any Common Stockthen, or any other securities, or any right or option to subscribe for, purchase or otherwise acquire any shares of stock of any class or any other securities (other than the issue of Common Stock on the exercise of the Warrants), then and in each such event case, the Company will shall mail or cause to be mailed to each Holder the holder of a this Warrant at the time outstanding a notice specifying specifying, as the case may be, (i) the date on which any such a record is to be taken for the purpose of such dividend, distribution distribution, or right, and stating the amount and character of such dividend, distribution distribution, or right, or (ii) the date on which any such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyance, dissolution, liquidation liquidation, or winding-winding up is to take place, and the time, if anyany is to be fixed, as of to which the Holders holders of record of Underlying Securities Common Stock (or such other securities at the time receivable upon the exercise of the Warrant) shall be entitled to exchange their shares of Underlying Securities Common Stock (or such Other Securities) for securities or other property deliverable upon such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyance, dissolution, liquidation or winding-up and (iii) the amount and character of any stock or other securitiesliquidation, or rights or options with respect thereto, proposed to be issued or granted, the date of such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant is to be offered or madewinding up. Such notice shall be given mailed at least 10 20 days prior to the date therein specified.
Appears in 1 contract