Common use of Required Notices to Holders Clause in Contracts

Required Notices to Holders. In the event the Company shall: (a) take any action that would result in an adjustment to the Exercise Price and/or the number of shares of Common Stock issuable upon exercise of a Warrant pursuant to Section 5.1; (b) consummate any Winding Up; or (c) consummate any Transaction (each of (a), (b) or (c), an “Action”); then, in each such case, the Company shall deliver to the Warrant Agent and, unless the Company has made a filing with the Commission, including pursuant to a Current Report on Form 8-K, which filing discloses such Action, the Company shall deliver (or cause to be delivered ) to each Holder of a Warrant Certificate, in accordance with Section 11.1(b) hereof, a written notice of such Action, including, in the case of an action pursuant to Section 11.2(a), the information required under Section 5.1(j)(ii). Such notice shall be given promptly after taking such Action. If at any time the Company shall cancel any of the Actions for which notice has been given under this Section 11.2 prior to the consummation thereof, the Company shall give each Holder prompt notice of such cancellation in accordance with Section 11.1(b), unless the Company has made a filing with the Commission, including pursuant to a current report on Form 8-K, which filing discloses the cancellation of such Actions. For the avoidance of doubt, if at any time the Company shall cancel any of the Actions for which notice has been given under this Section 11.2 prior to the consummation thereof, the Company shall give Warrant Agent prompt notice of such cancellation in accordance with Section 11.1(b).

Required Notices to Holders. In the event the Company shall: (a) take any action that would result in an adjustment to the Exercise Price and/or the number of shares of Common Stock issuable upon exercise of a Warrant pursuant to Section 5.1; (b) consummate any Winding Up; or (c) consummate any Transaction (each of (a), (b) or (c), an “Action”); then, in each such case, the Company shall deliver to the Warrant Agent and, unless the Company has made a filing with the Commission, including pursuant to a Current Report on Form 8-K, which filing discloses such Action, the Company shall deliver (or cause to be delivered delivered) to each Holder of a Warrant Certificate, in accordance with Section 11.1(b) hereof, a written notice of such Action, including, in the case of an action pursuant to Section 11.2(a), the information required under Section 5.1(j)(ii). Such notice shall be given promptly after taking such Action. If at any time the Company shall cancel any of the Actions for which notice has been given under this Section 11.2 prior to the consummation thereof, the Company shall give each Holder prompt notice of such cancellation in accordance with Section 11.1(b), unless the Company has made a filing with the Commission, including pursuant to a current report on Form 8-K, which filing discloses the cancellation of such Actions. For the avoidance of doubt, if at any time the Company shall cancel any of the Actions for which notice has been given under this Section 11.2 prior to the consummation thereof, the Company shall give Warrant Agent prompt notice of such cancellation in accordance with Section 11.1(b).

Required Notices to Holders. In the event the Company shall: (a) take any action that would result in an adjustment to the Exercise Price and/or the number of shares of Common Stock Shares issuable upon exercise of a Warrant pursuant to Section 5.1;5.1 or (b) consummate any Winding Up; or (c) consummate any Transaction (each of (a), (b) or (cb), an “Action”); then, in each such case, the Company shall deliver to the Warrant Agent and, unless the Company has made a filing with the Commission, including pursuant to a Current Report on Form 8-K, which filing discloses such Action, the Company shall deliver (or cause to be delivered ) to the Warrant Agent and shall give to each Holder of a Warrant Certificate, in accordance with Section 11.1(b) hereof, a written notice of such Action, including, in the case of an action pursuant to Section 11.2(a), the information required under Section 5.1(j)(ii5.1(k)(ii). Such notice shall be given promptly after taking such Action. If at any time the Company shall cancel any of the Actions for which notice has been given under this Section 11.2 prior to the consummation thereof, the Company shall give each Holder prompt notice of such cancellation in accordance with Section 11.1(b), unless the Company has made a filing with the Commission, including pursuant to a current report on Form 8-K, which filing discloses the cancellation of such Actions. For the avoidance of doubt, if If at any time the Board of Directors of the Company shall cancel determine (I) the fair market value of any non-cash property distributed on the Common Shares pursuant to Section 5.1(d), (II) the value of any non-cash consideration payable in a tender or exchange offer pursuant to Section 5.1(e), (III) the Current Market Price pursuant to clause (ii) of the Actions for which notice has been given under this definition thereof or (IV) the value of a unit of Reference Property pursuant to Section 11.2 prior to the consummation thereof5.1(h)(i)(A), the Company shall give Warrant Agent prompt provide written notice of such cancellation determination to each Holder of a Warrant Certificate promptly after making such determination. In addition, in the event the Company enters into any definitive agreement with respect to any Transaction, unless the Company has made a filing with the Commission, including pursuant to a Current Report on Form 8-K, which filing discloses such agreement, the Company shall cause to be delivered to the Warrant Agent and shall give to each Holder of a Warrant Certificate, in accordance with Section 11.1(b), a notice of the entering into such definitive agreement.

Required Notices to Holders. In the event the Company shall: (a) take any action that would result in an adjustment to the Exercise Price and/or the number of shares of Common Stock issuable upon exercise of a Warrant pursuant to Section 5.1;5.1 or (b) consummate any Winding Up; or (c) consummate any Transaction (each of (a), (b) or (cb), an “Action”); then, in each such case, the Company shall deliver to the Warrant Agent and, unless the Company has made a filing with the Commission, including pursuant to a Current Report on Form 8-K, which filing discloses such Action, the Company shall deliver (or cause to be delivered ) to the Warrant Agent and shall give to each Holder of a Warrant Certificate, in accordance with Section 11.1(b) hereof, a written notice of such Action, including, in the case of an action pursuant to Section 11.2(a), the information required under Section 5.1(j)(ii). 5.1(k)(ii) Such notice shall be given promptly after taking such Action. If at any time the Company shall cancel any of the Actions for which notice has been given under this Section 11.2 prior to the consummation thereof, the Company shall give each Holder prompt notice of such cancellation in accordance with Section 11.1(b), unless the Company has made a filing with the Commission, including pursuant to a current report on Form 8-K, which filing discloses the cancellation of such Actions. For In addition, in the avoidance of doubt, if at any time event the Company shall cancel enters into any of definitive agreement with respect to any Sale Transaction, unless the Actions for Company has made a filing with the Commission, including pursuant to a Current Report on Form 8-K, which notice has been given under this Section 11.2 prior to the consummation thereoffiling discloses such agreement, the Company shall give cause to be delivered to the Warrant Agent prompt notice and shall give to each Holder of such cancellation a Warrant Certificate, in accordance with Section 11.1(b), a notice of the entering into such definitive agreement.

Required Notices to Holders. In the event the Company shall: (a) take any action that would result in an adjustment to the Exercise Price and/or the number of shares of Common Stock issuable upon exercise of a Warrant pursuant to Section 5.1;5.1 or (b) consummate any Winding Up; or (c) consummate any Transaction (each of (a), (b) or (cb), an “Action”); then, in each such case, the Company shall deliver to the Warrant Agent and, unless the Company has made a filing with the Commission, including pursuant to a Current Report on Form 8-K, which filing discloses such Action, the Company shall deliver (or cause to be delivered ) to the Warrant Agent and shall give to each Holder of a Warrant Certificate, in accordance with Section 11.1(b) hereof, a written notice of such Action, including, in the case of an action pursuant to Section 11.2(a), the information required under Section 5.1(j)(ii5.1(k)(ii). Such notice shall be given promptly after taking such Action. If at any time the Company shall cancel any of the Actions for which notice has been given under this Section 11.2 prior to the consummation thereof, the Company shall give each Holder prompt notice of such cancellation in accordance with Section 11.1(b), unless the Company has made a filing with the Commission, including pursuant to a current report on Form 8-K, which filing discloses the cancellation of such Actions. For In addition, in the avoidance of doubt, if at any time event the Company shall cancel enters into any of definitive agreement with respect to any Sale Transaction, unless the Actions for Company has made a filing with the Commission, including pursuant to a Current Report on Form 8-K, which notice has been given under this Section 11.2 prior to the consummation thereoffiling discloses such agreement, the Company shall give cause to be delivered to the Warrant Agent prompt notice and shall give to each Holder of such cancellation a Warrant Certificate, in accordance with Section 11.1(b), a notice of the entering into such definitive agreement.

Required Notices to Holders. In the event the Company shall: (a) take any action that would result (or, but for the third paragraph of Section 5.1(d) or the third paragraph of Section 5.1(e), would have resulted) in (x) an adjustment to the Exercise Price and/or the number of shares of Common Stock issuable upon exercise of a Warrant pursuant to Section 5.15.1 or (y) any dividend or distribution to holders of the Common Stock that does not constitute a Special Dividend or a Spin-Off Dividend; (b) consummate any Winding Up; or (c) consummate any Sale Transaction (each of (a), (b) or (c), an “Action”); then, in each such case, the Company shall deliver to the Warrant Agent and, unless the Company has made a filing with the Commission, including pursuant to a Current Report on Form 8-K, which filing discloses such Action, the Company shall deliver (or cause to be delivered ) to the Warrant Agent and shall give to each Holder of a Warrant Certificate, in accordance with Section 11.1(b) hereof, a written notice of such Action, including, in the case of an action pursuant to Section 11.2(a), the information required under Section 5.1(j)(ii5.1(l)(ii). Such notice shall be given promptly after taking (or, in the case of an Action specified in clause (a)(y) or the parenthetical in clause (a), at least five (5) Business Days prior to) the earlier of (i) the effective date of such Action or (ii) the date for the determination of the holders of Common Stock entitled to receive any dividend or distribution or otherwise participate in such Action. If at any time the Company shall cancel any of the Actions for which notice has been given under this Section 11.2 prior to the consummation thereof, the Company shall give each Holder prompt notice of such cancellation in accordance with Section 11.1(b), unless the Company has made a filing with the Commission, including pursuant to a current report on Form 8-K, which filing discloses the cancellation of such Actions. For In addition, in the avoidance of doubt, if at any time event the Company shall cancel enters into any of definitive agreement with respect to any Sale Transaction, unless the Actions for Company has made a filing with the Commission, including pursuant to a Current Report on Form 8-K, which notice has been given under this Section 11.2 prior to the consummation thereoffiling discloses such agreement, the Company shall give cause to be delivered to the Warrant Agent prompt notice and shall give to each Holder of such cancellation a Warrant Certificate, in accordance with Section 11.1(b), a notice of the entering into such definitive agreement.