Shareholder Option Sample Clauses

Shareholder Option. If the option of the Company pursuant to Section 3.1 with respect to a Dissolving Shareholder is not exercised in full, the Company shall give, within the 30-day option period, written notice of that fact to the Other Shareholders, who shall then have the option to purchase the Shares at the same terms and price as applicable to the Company. Within 20 days after the mailing of such notice, any Shareholder desiring to acquire any or all of the Shares shall deliver to the Company a written election to purchase the Shares or a specified number thereof. If the total number of Shares specified in such elections exceeds the number of Shares available for purchase, each electing Shareholder shall have priority, up to the number of Shares specified in his or its notice of election to purchase, to such proportion of the Shares to be transferred as the number of the Shares held by all Other Shareholders electing to purchase. As soon as figures can be determined, the Company shall notify each electing Shareholder of the number of Shares as to which his or its election was effective.
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Shareholder Option. The Board of Directors shall have sixty (60) days from the Offer Date in which to find Other Shareholders willing to buy all or any of the Offered Shares at the Appraised Value of such Shares (as defined in Section 6.1 -5- below) and in such proportion or amount as such Other Shareholders or the Board of Directors shall agree upon.
Shareholder Option. If the Company does not exercise its option to buy all of the Sale Shares within such period, then each non-selling Shareholder shall have the right to purchase any or all of the remaining Sale Shares upon the terms set forth in the Transfer Notice, which right may be exercised by written notice (an "Exercise Notice") given to the Company and the selling Shareholder within fifteen (15) days after the date on which Company's option shall expire or, if earlier, the date on which the Company shall notify such non-selling Shareholders that the Company will not exercise its option under Section 4(b). In the event that the number of the Shares specified in the Exercise Notices exceed the number of Sale Shares, then each Shareholder delivering an Exercise Notice shall be entitled to purchase the percentage of Sale Shares obtained by dividing the number of shares of Common (treating each share of Preferred as though converted to Common) held by such Shareholder by the number of shares of Common (treating each share of Preferred as though converted to Common) held by all Shareholders delivering Exercise Notices.

Related to Shareholder Option

  • Shareholder Rights Plan No claim will be made or enforced by the Company or, with the consent of the Company, any other Person, that any Purchaser is an “Acquiring Person” under any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or similar anti-takeover plan or arrangement in effect or hereafter adopted by the Company, or that any Purchaser could be deemed to trigger the provisions of any such plan or arrangement, by virtue of receiving Securities under the Transaction Documents or under any other agreement between the Company and the Purchasers.

  • Warrant Holder Not Shareholder This Warrant does not confer upon the holder hereof any right to vote or to consent or to receive notice as a shareholder of the Company, as such, in respect of any matters whatsoever, or any other rights or liabilities as a shareholder, prior to the exercise hereof as hereinbefore provided.

  • Shareholder Rights Plans If the Company has a shareholder rights plan in effect upon conversion of the Notes, each share of Common Stock, if any, issued upon such conversion shall be entitled to receive the appropriate number of rights, if any, and the certificates representing the Common Stock issued upon such conversion shall bear such legends, if any, in each case as may be provided by the terms of any such shareholder rights plan, as the same may be amended from time to time. However, if, prior to any conversion of Notes, the rights have separated from the shares of Common Stock in accordance with the provisions of the applicable shareholder rights plan, the Conversion Rate shall be adjusted at the time of separation as if the Company distributed to all or substantially all holders of the Common Stock Distributed Property as provided in Section 14.05(c), subject to readjustment in the event of the expiration, termination or redemption of such rights.

  • Stockholder Rights Plan No claim will be made or enforced by the Company or, with the consent of the Company, any other Person, that any Purchaser is an “Acquiring Person” under any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or similar anti-takeover plan or arrangement in effect or hereafter adopted by the Company, or that any Purchaser could be deemed to trigger the provisions of any such plan or arrangement, by virtue of receiving Securities under the Transaction Documents or under any other agreement between the Company and the Purchasers.

  • Warrant Holder Not a Shareholder The holding of a Warrant will not constitute the Holder thereof a shareholder of the Company, nor entitle him to any right or interest in respect thereof except as in the Warrant expressly provided.

  • SHAREHOLDER OR BONDHOLDER RIGHTS The Custodian shall use reasonable commercial efforts to facilitate the exercise of voting and other shareholder and bondholder rights with respect to foreign securities and other financial assets held outside the United States, subject always to the laws, regulations and practical constraints that may exist in the country where the securities or other financial assets are issued. The Custodian may utilize Broadridge Financial Solutions, Inc. or another proxy service firm of recognized standing as its delegate to provide proxy services for the exercise of shareholder and bondholder rights. Local conditions, including lack of regulation, onerous procedural obligations, lack of notice and other factors may have the effect of severely limiting the ability of a Fund to exercise shareholder and bondholder rights.

  • Shareholder Rights With respect to the foreign securities held pursuant to this Section 4, the Custodian will use reasonable commercial efforts to facilitate the exercise of voting and other shareholder rights, subject always to the laws, regulations and practical constraints that may exist in the country where such securities are issued. The Fund acknowledges that local conditions, including lack of regulation, onerous procedural obligations, lack of notice and other factors may have the effect of severely limiting the ability of the Fund to exercise shareholder rights.

  • Stockholder Rights Plans If the Company has a stockholder rights plan in effect upon conversion of the Notes, each share of Common Stock, if any, issued upon such conversion shall be entitled to receive the appropriate number of rights, if any, and the certificates representing the Common Stock issued upon such conversion shall bear such legends, if any, in each case as may be provided by the terms of any such stockholder rights plan, as the same may be amended from time to time. However, if, prior to any conversion of Notes, the rights have separated from the shares of Common Stock in accordance with the provisions of the applicable stockholder rights plan, the Conversion Rate shall be adjusted at the time of separation as if the Company distributed to all or substantially all holders of the Common Stock Distributed Property as provided in Section 14.04(c), subject to readjustment in the event of the expiration, termination or redemption of such rights.

  • No Shareholder Rights Until Exercise Except as expressly provided herein, this Warrant does not entitle Holder to any voting rights or other rights as a shareholder of Company prior to the exercise hereof.

  • Warrantholder not a Shareholder Except as may be specifically provided herein, nothing in this Indenture or in the holding of a Warrant Certificate, entitlement to a Warrant or otherwise, shall, in itself, confer or be construed as conferring upon a Warrantholder any right or interest whatsoever as a Shareholder, including, but not limited to, the right to vote at, to receive notice of, or to attend, meetings of Shareholders or any other proceedings of the Corporation, or the right to Dividends and other allocations.

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