Termination of the Rights Agreement Sample Clauses

Termination of the Rights Agreement. Effective as of the Effective Time (as defined in the Merger Agreement), the Rights Agreement shall be terminated and be of no further force and effect.
Sample 1Sample 2
AutoNDA by SimpleDocs
Termination of the Rights Agreement. Provided that the Rights ----------------------------------- Agreement has not already been automatically terminated by operation of law as the result of the Company's filing on August 11, 2000 of its Certificate of Dissolution, the Rights Agreement shall be terminated effective as of the date hereof, and thereafter shall be wholly without further legal effect, such that none of the Rights shall be exercisable after the effective date hereof and they shall confer no rights and benefits upon the stockholders of the Company after that date.
Sample 1
Termination of the Rights Agreement. Notwithstanding any provision in this Amendment or the Rights Agreement to the contrary, the Rights Agreement shall terminate and shall be of no force or effect immediately prior to the Effective Time of the Merger. If the Merger Agreement has been terminated prior to consummation of the Merger, the Rights Agreement shall not terminate and shall continue in full force and effect in accordance with its terms.
Sample 1
Termination of the Rights Agreement. The Company and the Investor each agree that the Rights Agreement, pursuant to Section 6.8 thereof, is hereby terminated in its entirety effective as of immediately prior to the Closing such that, immediately prior to the Closing, the parties shall have no further rights or obligations under the Rights Agreement, and each party further waives any rights it may have under the terms of the Rights Agreement with respect to the transaction contemplated by the Merger Agreement.
Sample 1
Termination of the Rights Agreement. The Rights Agreement is hereby terminated and is of no further force or effect as of the date hereof.
Sample 1
Termination of the Rights Agreement. Any and all contracts, agreements, arrangements, and understanding arising under the Rights Agreement are hereby terminated, effective as of the Effective Date, and of no further force or effect, and no rights, duties, obligations, or liabilities arising thereunder or relating thereto shall survive this termination.
Sample 1
Termination of the Rights Agreement. 1.1. Subject to and effective upon the closing of the Proposed Offering (as defined below), OCM GW and the Company both declare that the Rights Agreement is hereby cancelled, terminated and of no further force and effect. OCM GW hereby waives any rights under the Rights Agreement in connection with or relating to the proposed underwritten registered offering of the Company’s shares of its common stock in connection with or related to the Company’s Registration Statement on Form S-1 (Reg. No. 333-163277) initially filed on November 20, 2009, as it may be amended from time to time (the “Proposed Offering”). 1.2. At the request of any party hereto, the appropriate party will, without further consideration, promptly execute and deliver or cause to be executed and delivered, such other instruments and documents as may be reasonably required to carry out the purposes and intent of this Agreement.
Sample 1
AutoNDA by SimpleDocs

Related to Termination of the Rights Agreement

  • Amendment of the Rights Agreement Section 1(b) of the Rights Agreement is hereby amended and restated in its entirety as follows:

  • Amendment of Rights Agreement The Rights Agreement is hereby amended as follows: (a) Section 1 of the Rights Agreement is hereby amended by inserting the following subsections at the end of such Section 1:

  • Company Rights Agreement The Board of Directors of the Company shall take all further actions (in addition to those referred to in Section 4.24) reasonably requested by Parent in order to render the Company Rights inapplicable to the Merger and the other transactions contemplated by this Agreement. Except as provided above with respect to the Merger and the other transactions contemplated by this Agreement, the Board of Directors of the Company shall not, without the prior written consent of Parent, amend, take any action with respect to, or make any determination under, the Rights Agreement (including a redemption of the Company Rights) to facilitate an Acquisition Proposal.

  • Rights Agreement The Company has entered into a rights agreement with respect to the Rights included the Units and the Placement Units with CST substantially in the form filed as an exhibit to the Registration Statement (“Rights Agreement”).

  • Warrant Agreement and Registration Rights Agreement The Company shall have entered into the Warrant Agreement and the Registration Rights Agreement, each on terms satisfactory to the Purchaser.

  • Registration Rights Agreement and Escrow Agreement The parties have entered into the Registration Rights Agreement and the Escrow Agreement, each dated the date hereof.

  • Termination of the Agreement In the event of failure by the participant to perform any of the obligations arising from the agreement, and regardless of the consequences provided for under the applicable law, the institution is legally entitled to terminate or cancel the agreement without any further legal formality where no action is taken by the participant within one month of receiving notification by registered letter. If the participant terminates the agreement before its agreement ends or if he/she fails to follow the agreement in accordance with the rules, he/she shall have to refund the amount of the grant already paid, except if agreed differently with the sending organisation. In case of termination by the participant due to "force majeure", i.e. an unforeseeable exceptional situation or event beyond the participant's control and not attributable to error or negligence on his/her part, the participant shall be entitled to receive at least the amount of the grant corresponding to the actual duration of the mobility period. Any remaining funds shall have to be refunded, except if agreed differently with the sending organisation.

  • Warrant Agreement and Registration and Shareholder Rights Agreement The Company shall have entered into the Warrant Agreement, in the form of Exhibit A hereto, and the Registration and Shareholder Rights Agreement, in the form of Exhibit B hereto, in each case on terms satisfactory to the Purchaser.

  • Investor Rights Agreement The Investor Rights Agreement substantially in the form attached hereto as Exhibit B shall have been executed and delivered by the parties thereto.

  • Benefits of this Rights Agreement Nothing in this Rights Agreement shall be construed to give to any Person other than the Company, the Rights Agent and the registered holders of the Right Certificates (and, prior to the Distribution Date, the Common Stock) any legal or equitable right, remedy or claim under this Rights Agreement; but this Rights Agreement shall be for the sole and exclusive benefit of the Company, the Rights Agent and the registered holders of the Right Certificates (and, prior to the Distribution Date, the Common Stock).

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!