Common use of Voluntary Increases Clause in Contracts

Voluntary Increases. The Company may, but shall not be obligated to, make increases in the number of Warrant Shares, in addition to those required by Section 4.01 through Section 4.05 of this ARTICLE IV, as it considers to be advisable in order that any event treated for United States federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipients, or if that is not possible, to diminish any income taxes that are otherwise payable because of such event; provided that no such adjustment shall be made without the consent of the Required Warrant Holders if such adjustment would result in the increase of income tax liabilities of the Holders.

Appears in 6 contracts

Samples: Warrant Agreement (Nuverra Environmental Solutions, Inc.), Warrant Agreement (Nuverra Environmental Solutions, Inc.), Warrant Agreement (Alion Science & Technology Corp)

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Voluntary Increases. The Company may, but shall not be obligated to, make such increases in the number of Warrant Shares, in addition to those required by Section 4.01 paragraphs (a) through Section 4.05 (c) of this ARTICLE IVSection 11, as it considers to be advisable in order that any event treated for United States federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipients, or if that is not possible, to diminish any income taxes that are otherwise payable because of such event; provided that no such adjustment shall be made without the consent of the Required Warrant Holders holders of the Warrants if such adjustment would result in the increase of income tax liabilities of the Holderssuch holders.

Appears in 2 contracts

Samples: Warrant Agreement (Broadwing Inc), Warrant Agreement (Orbimage Inc)

Voluntary Increases. The Company may, but shall not be obligated to, make increases in the number of Warrant Shares, in addition to those required by Section 4.01 through Section 4.05 of this ARTICLE Article IV, as it considers to be advisable in order that any event treated for United States federal income tax purposes as a dividend or distribution of stock or stock rights shall not be taxable to the recipients, or if that is not possible, to diminish any income taxes that are otherwise payable because of such event; provided provided, that no such adjustment shall be made without the consent of each of the Required Warrant Holders if such adjustment would result in the increase of income tax liabilities of the Holders.

Appears in 2 contracts

Samples: Fourth Supplemental Indenture (Sunnova Energy International Inc.), Warrant Agreement (Sunnova Energy International Inc.)

Voluntary Increases. The Company may, but shall not be obligated to, make such increases in the number of Warrant Shares, in addition to those required by Section 4.01 paragraphs (a) through Section 4.05 (c) of this ARTICLE IVSection 12, as it considers to be advisable in order that any event treated for United States federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipients, or if that is not possible, to diminish any income taxes that are otherwise payable because of such event; provided that no such adjustment shall be made without the consent of the Required Warrant Holders holders of the Warrants if such adjustment would result in the increase of income tax liabilities of the Holderssuch holders.

Appears in 2 contracts

Samples: Warrant Agreement (Inphonic Inc), Warrant Agreement (Goldman Sachs Group Inc/)

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Voluntary Increases. The Company may, but shall not be obligated to, make increases in the number of Warrant Shares, in addition to those required by Section 4.01 through Section 4.05 of this ARTICLE IV, as it considers to be advisable in order that any event treated for United States federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipients, or if that is not possible, to diminish any income taxes that are otherwise payable because of such event; provided that no such adjustment shall be made without the consent of the Required Warrant Holders if such adjustment would result in the increase of income tax liabilities of the Holders. Section 4.07.

Appears in 1 contract

Samples: Warrant Agreement (Alion Science & Technology Corp)

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