Common use of Restriction on Redemption and Cash Dividends Clause in Contracts

Restriction on Redemption and Cash Dividends. So long as any of the Notes are outstanding, except as otherwise permitted under the Notes, the Company shall not, directly or indirectly, redeem, or declare or pay any cash dividend or distribution on, any securities of the Company without the prior express written consent of the Required Holders (other than as required by the Notes or as required by the terms thereof as in effect on the date hereof); provided, however, that such written consent shall not be required for any repurchases, forfeitures, withholdings or transfers of securities pursuant to a net exercise of a Convertible Security to cover the payment of the exercise prices or the payment of withholding of taxes associated with the exercise or vesting of equity awards under any equity compensation plan of the Company or repurchases of Common Stock or upon an employee’s, contractor’s or consultant’s termination of services.

Appears in 4 contracts

Samples: Securities Purchase Agreement (HEXO Corp.), Securities Purchase and Exchange Agreement (Mohawk Group Holdings, Inc.), Securities Purchase Agreement (Mohawk Group Holdings, Inc.)

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Restriction on Redemption and Cash Dividends. So long as any of the Notes are Purchased Note is outstanding, except as otherwise permitted under the NotesPurchased Note, the Company shall not, directly or indirectly, redeem, or declare or pay any cash dividend or distribution on, any securities of the Company without the prior express written consent of the Required Holders holder of the Purchased Note (other than as required by the Notes Purchased Note or as required by the terms thereof as in effect on the date hereof); provided, however, that such written consent shall not be required for any repurchases, forfeitures, withholdings or transfers of securities pursuant to a net exercise of a Convertible Security to cover the payment of the exercise prices or the payment of withholding of taxes associated with the exercise or vesting of equity awards under any equity compensation plan of the Company or repurchases of Common Stock HEXO Shares or upon an employee’s, contractor’s or consultant’s termination of services.

Appears in 2 contracts

Samples: Transaction Agreement (HEXO Corp.), Transaction Agreement (Tilray Brands, Inc.)

Restriction on Redemption and Cash Dividends. So long as any of the Notes are outstanding, except as otherwise permitted under the Notes, the Company shall not, directly or indirectly, redeem, or declare or pay any cash dividend or distribution on, any securities of the Company without the prior express written consent of the Required Holders (other than as required by the Notes or as required by the terms thereof as in effect on the date hereof); provided, however, that such written consent shall not be required for any repurchases, forfeitures, withholdings or transfers of securities pursuant to (i) a net exercise of a Convertible Security to cover the payment of the exercise prices or the payment of withholding of taxes associated with the exercise or vesting of equity awards under any equity compensation plan of the Company Company, or repurchases (ii) retirement of Common Stock or unvested shares of restricted stock upon an employee’s, contractor’s or consultant’s termination of servicesthe holder’s relationship with the Company.

Appears in 1 contract

Samples: Securities Purchase Agreement (9 Meters Biopharma, Inc.)

Restriction on Redemption and Cash Dividends. So long as any of the Exchange Notes are outstanding, except as otherwise permitted under the Exchange Notes, the Company shall not, directly or indirectly, redeem, or declare or pay any cash dividend or distribution on, any securities of the Company without the prior express written consent of the Required Holders (other than as required by the Exchange Notes or as required by the terms thereof as in effect on the date hereof); provided, however, that such written consent shall not be required for any repurchases, forfeitures, withholdings or transfers of securities pursuant to a net exercise of a Convertible Security to cover the payment of the exercise prices or the payment of withholding of taxes associated with the exercise exercise, settlement or vesting of equity awards under any equity compensation plan of the Company or repurchases of Common Stock or securities upon an employee’s, contractor’s or consultant’s termination of services.

Appears in 1 contract

Samples: Voting Agreement (Velo3D, Inc.)

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Restriction on Redemption and Cash Dividends. So long as any of the Notes are outstanding, except as otherwise permitted under the Notes, the Company shall not, directly or indirectly, redeem, or declare or pay any cash dividend or distribution on, any securities of the Company without the prior express written consent of the Required Holders (other than as required by the Notes or as required by the terms thereof as in effect on the date hereof); provided, however, that such written consent shall not be required for any repurchases, forfeitures, withholdings or transfers of securities pursuant to a net exercise of a Convertible Security to cover the payment of the exercise prices or the payment of withholding of taxes associated with the exercise or vesting of equity awards under any equity compensation plan of the Company or repurchases of Common Stock or upon an employee’s, contractor’s or consultant’s termination of servicesCompany.

Appears in 1 contract

Samples: Securities Purchase Agreement (Bionano Genomics, Inc.)

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