Common use of Redemption and Dividends Clause in Contracts

Redemption and Dividends. For a period of two years from the Closing Date, the Company shall not, either directly or through a subsidiary, (i) redeem or purchase any of its securities outstanding as of the Closing Date, other than redemptions of the Warrants as permitted by the Warrant Agreement, or that may be required in connection with possible termination of employment with the Company under the terms of employment agreements in effect on the Closing Date, or redemptions as otherwise provided for herein, or (ii) pay any dividends, or make any other cash distribution in respect of its securities, in excess of the amount of the Company's current or retained earnings derived after the Closing Date, without the prior written consent of the Representatives, which consent may be withheld for any reason. The Representatives shall either approve or disapprove, in writing of such contemplated stock redemption or dividend or distribution within five (5) business days after the date the Representatives receive written notice of the proposed action. Failure by the Representatives to provide a response to within such five (5) day period shall be deemed to be an approval of the redemption or dividend.

Redemption and Dividends. For a period of two years from the Closing Date, the Company shall not, either directly or through a subsidiary, (i) redeem or purchase any of its securities outstanding as of the Closing Date, other than redemptions of the Warrants as permitted by the Warrant Agreement, or that may be required in connection with possible termination of employment with the Company under the terms of employment agreements in effect on the Closing Date, or redemptions as otherwise provided for herein, or (ii) pay any dividends, or make any other cash distribution in respect of its securities, in excess of the amount of the Company's current or retained earnings derived after the Closing Date, without the prior written consent of the Representatives, which consent may be withheld for any reason. The Representatives shall either approve or disapprove, in writing of such contemplated stock redemption or dividend or distribution within five (5) business days after the date the Representatives receive written notice of the proposed action. Failure by the Representatives to provide a response to within such five (5) day period shall be deemed to be an approval of the redemption or dividend.