Suits by Holders. Except for the rights of the Rights Agent set forth herein, the Acting Holders will have the sole right, on behalf of all Holders, by virtue of or under any provision of this Agreement, to institute any action or proceeding with respect to this Agreement, and no individual Holder or other group of Holders will be entitled to exercise such rights. Notwithstanding the foregoing, in the event of an insolvency proceeding of Parent, individual Holders shall be entitled to assert claims in such insolvency proceeding and take related actions in pursuit of such claims with respect to any payment that may be claimed by or on behalf of Parent or by any creditor of Parent. Notwithstanding any other provision in this Agreement, the right of any Holder of any CVR to receive payment of the amounts that an Entitlement Certificate indicates are payable in respect of such CVR on or after the applicable due date, shall not be impaired or affected without the consent of such Holder.
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Sources: Contingent Value Right Agreement (Lumos Pharma, Inc.), Contingent Value Right Agreement (Lumos Pharma, Inc.)
Suits by Holders. Except for the rights of the Rights Agent set forth herein, the The Acting Holders will have the sole right, on behalf of all Holders, by virtue of or under any provision of this Agreement, to institute any action or proceeding a Proceeding with respect to this Agreement, including in the case of an Event of Default, and no individual Holder or other group of Holders Holders, nor the Rights Agent on behalf thereof, will be entitled to exercise such rights. Notwithstanding the foregoing, in In the event of an insolvency proceeding of Parentthe Company, individual Holders shall be entitled to assert claims in such insolvency proceeding and take related actions in pursuit of such claims with respect to any payment that may be claimed by or on behalf of Parent the Company or by any creditor of Parentthe Company. Notwithstanding any other provision in this Agreement, the right of any Holder of any CVR to receive payment of the amounts that an Entitlement Certificate indicates are payable in respect upon achievement of such CVR on or after the applicable due date, a Disposition shall not be impaired or adversely affected without the consent of such Holder.
Appears in 2 contracts
Sources: Contingent Value Rights Agreement (FS Development Holdings II, LLC), Merger Agreement (Pardes Biosciences, Inc.)
Suits by Holders. Except for the rights of the Rights Agent set forth herein, the The Acting Holders will have the sole right, on behalf of all Holders, by virtue of or under any provision of this Agreement, to institute any action or proceeding a Proceeding with respect to this Agreement, including in the case of an Event of Default, and no individual Holder or other group of Holders Holders, nor the Rights Agent on behalf thereof, will be entitled to exercise such rights. Notwithstanding the foregoing, in In the event of an insolvency proceeding of Parent, individual Holders shall be entitled to assert claims in such insolvency proceeding and take related actions in pursuit of such claims with respect to any payment that may be claimed by or on behalf of Parent or by any creditor of Parent. Notwithstanding any other provision in this Agreement, the right of any Holder of any CVR to receive payment of the amounts that an Entitlement Certificate indicates are payable in respect upon achievement of such CVR on or after the applicable due date, a Milestone shall not be impaired or adversely affected without the consent of such Holder.
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