Common use of PAYMENT AND DELIVERY OF LIQUIDATION AMOUNT Clause in Contracts

PAYMENT AND DELIVERY OF LIQUIDATION AMOUNT. On or promptly after the Liquidation Date, the Company shall cause to be delivered to the Holders the Convertible Voting Share Consideration per share representing the Liquidation Amount for each such Convertible Voting Share upon presentation and surrender of the certificates representing such Convertible Voting Shares, together with such other documents and instruments as may be required to effect a transfer of Convertible Voting Shares under the Act and the constating documents of the Company and such additional documents and instruments as the Company may reasonably require, at the principal executive offices of the Company or at such other reasonable place as may be specified by the Board of Directors by notice to the Holders. The Total Convertible Voting Share Consideration representing the Total Liquidation Amount for such Holder's Convertible Voting Shares shall be delivered to such Holder, at the Company's expense, at the address of the Holder recorded in the securities register of the Company for the Convertible Voting Shares, or, if requested by the Holder, by holding for pick-up by the Holder at the place of delivery. On and after the Liquidation Date, the Holders shall cease to be holders of such Convertible Voting Shares and shall not be entitled to exercise any of the rights of Holders in respect thereof, other than the right to receive their proportionate share of the Total Convertible Voting Share Consideration representing the Total Liquidation Amount, unless payment of the Total Convertible Voting Share Consideration representing the Total Liquidation Amount for such Convertible Voting Shares shall not be made upon presentation and surrender of share certificates in accordance with the foregoing provisions, in which case the rights of such Holder shall remain unaffected until the Total Convertible Voting Share Consideration representing the Holder's Total Liquidation Amount has been paid in the manner hereinbefore provided. The Company shall have the right at any time after the Liquidation Date to deposit or cause to be deposited the Total Convertible Voting Share Consideration representing the Total Liquidation Amount in respect of the Convertible Voting Shares represented by certificates that have not at the Liquidation Date been surrendered by the Holders thereof in a custodial account or for safekeeping, in the case of non-cash items, with any chartered bank or trust company in Canada. Upon such deposit being made, the rights of the Holders shall be limited to receiving their proportionate share of the Total Convertible Voting Share Consideration representing the Total Liquidation Amount so deposited for such Convertible Voting Shares, against presentation and surrender of such certificates held by them, respectively, in accordance with the foregoing provisions. Upon such payment or deposit of such Total Convertible Voting Share Consideration, the Holders shall thereafter be considered and deemed for all purposes to be the holders of the IPC Delaware Common Shares delivered to them or the custodian on their behalf.

Appears in 2 contracts

Samples: Voting and Support Agreement (Intellipharmaceutics LTD), Exchange and Support Agreement (Intellipharmaceutics LTD)

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PAYMENT AND DELIVERY OF LIQUIDATION AMOUNT. On or promptly after the Liquidation Date, and subject to the exercise by IPC Delaware of the Liquidation Call Right, the Company shall cause to be delivered to the Holders the Convertible Voting Share Consideration per share representing the Liquidation Amount for each such Convertible Voting Exchangeable Share upon presentation and surrender of the certificates representing such Convertible Voting Exchangeable Shares, together with the certificate or certificates representing the same number of IPC Delaware Special Voting Shares and together with such other documents and instruments as may be required to effect a transfer of Convertible Exchangeable Shares and the IPC Delaware Voting Shares under the Act and the constating documents of the Company to effect a transfer of the IPC Delaware Special Voting Shares and such additional documents and instruments as the Company may reasonably require, at the principal executive offices of the Company or at such other reasonable place as may be specified by the Board of Directors by notice to the Holders. The Total Convertible Voting Exchangeable Share Consideration representing the Total Liquidation Amount for such Holder's Convertible Voting Exchangeable Shares shall be delivered to such Holder, at the Company's expense, at the address of the Holder recorded in the securities register of the Company for the Convertible Voting Exchangeable Shares, or, if requested by the Holder, by holding for pick-up by the Holder at the place of delivery. On and after the Liquidation Date, the Holders shall cease to be holders of such Convertible Voting Exchangeable Shares and shall not be entitled to exercise any of the rights of Holders in respect thereof, other than the right to receive their proportionate share of the Total Convertible Voting Exchangeable Share Consideration representing the Total Liquidation Amount, liquidation Amount of all such Exchangeable Shares unless payment of the Total Convertible Voting Share Consideration representing the Total Liquidation Amount for such Convertible Voting a Holder's Exchangeable Shares shall not be made upon presentation and surrender of share certificates in accordance with the foregoing provisions, in which case the rights of such Holder shall remain unaffected until the Total Convertible Voting Exchangeable Share Consideration representing the Holder's Total Liquidation Amount has been paid in the manner hereinbefore provided. The Company shall have the right at any time after the Liquidation Date to deposit or cause to be deposited the Total Convertible Voting Exchangeable Share Consideration representing the Total Liquidation Amount in respect of the Convertible Voting Exchangeable Shares represented by certificates that have not at the Liquidation Date been surrendered by the Holders thereof in a custodial account or for safekeeping, in the case of non-cash items, with any chartered bank or trust company in Canada. Upon such deposit being made, the rights of the Holders shall be limited to receiving their proportionate share of the Total Convertible Voting Exchangeable Share Consideration representing the Total Liquidation Amount so deposited for such Convertible Voting Exchangeable Shares, against presentation and surrender of such certificates held by them, respectively, in accordance with the foregoing provisions. Upon such payment or deposit of such Total Convertible Voting Exchangeable Share Consideration, the Holders shall thereafter be considered and deemed for all purposes to be the holders of the IPC Delaware Common Shares delivered to them or the custodian on their behalf.

Appears in 1 contract

Samples: Voting and Support Agreement (Intellipharmaceutics LTD)

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PAYMENT AND DELIVERY OF LIQUIDATION AMOUNT. On or promptly after the Liquidation Date, and subject to the exercise by IPC Delaware of the Liquidation Call Right, the Company shall cause to be delivered to the Holders the Convertible Voting Share Consideration per share representing the Liquidation Amount for each such Convertible Voting Exchangeable Share upon presentation and surrender of the certificates representing such Convertible Voting Exchangeable Shares, together with the certificate or certificates representing the same number of IPC Delaware Special Voting Shares and together with such other documents and instruments as may be required to effect a transfer of Convertible Exchangeable Shares and the IPC Delaware Voting Shares under the Act and the constating documents of the Company to effect a transfer of the IPC Delaware Special Voting Shares and such additional documents and instruments as the Company may reasonably require, at the principal executive offices of the Company or at such other reasonable place as may be specified by the Board of Directors by notice to the Holders. The Total Convertible Voting Exchangeable Share Consideration representing the Total Liquidation Amount for such Holder's Convertible Voting Exchangeable Shares shall be delivered to such Holder, at the Company's expense, at the address of the Holder recorded in the securities register of the Company for the Convertible Voting Exchangeable Shares, or, if requested by the Holder, by holding for pick-up by the Holder at the place of delivery. On and after the Liquidation Date, the Holders shall cease to be holders of such Convertible Voting Exchangeable Shares and shall not be entitled to exercise any of the rights of Holders in respect thereof, other than the right to receive their proportionate share of the Total Convertible Voting Share Consideration representing the Total Liquidation Amount, unless payment of the Total Convertible Voting Exchangeable Share Consideration representing the Total Liquidation Amount of all such Exchangeable Shares unless payment of the Total Liquidation Amount for such Convertible Voting a Holder's Exchangeable Shares shall not be made upon presentation and surrender of share certificates in accordance with the foregoing provisions, in which case the rights of such Holder shall remain unaffected until the Total Convertible Voting Exchangeable Share Consideration representing the Holder's Total Liquidation Amount has been paid in the manner hereinbefore provided. The Company shall have the right at any time after the Liquidation Date to deposit or cause to be deposited the Total Convertible Voting Exchangeable Share Consideration representing the Total Liquidation Amount in respect of the Convertible Voting Exchangeable Shares represented by certificates that have not at the Liquidation Date been surrendered by the Holders thereof in a custodial account or for safekeeping, in the case of non-cash items, with any chartered bank or trust company in Canada. Upon such deposit being made, the rights of the Holders shall be limited to receiving their proportionate share of the Total Convertible Voting Exchangeable Share Consideration representing the Total Liquidation Amount so deposited for such Convertible Voting Exchangeable Shares, against presentation and surrender of such certificates held by them, respectively, in accordance with the foregoing provisions. Upon such payment or deposit of such Total Convertible Voting Exchangeable Share Consideration, the Holders shall thereafter be considered and deemed for all purposes to be the holders of the IPC Delaware Common Shares delivered to them or the custodian on their behalf.

Appears in 1 contract

Samples: Exchange and Support Agreement (Intellipharmaceutics LTD)

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