Example ContractsClausesEffect of Certain Events
Effect of Certain Events
Effect of Certain Events contract clause examples
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CERTAIN EVENTS. In the event of, at any time during the Exercise Period, any capital reorganization, or any reclassification of the capital stock of the Company (other than a change in par value or from par value to no par value or no par value to par value or as a result of a stock dividend or subdivision, split-up or combination of shares), or the consolidation or merger of the Company with or into another corporation (other than a merger solely to effect a reincorporation of the Company into another jurisdiction), in each case, in which the stockholders of the Company immediately prior to such capital reorganization, reclassification, consolidation or merger, will hold less than a majority of the outstanding shares of the Company or resulting corporation immediately after such capital reorganization, reclassification, consolidation or merger, or the sale or other disposition of all or substantially all of the properties and assets of the Company and its subsidiaries, taken as a whole, in its entirety to any other person, other than sales or other dispositions that do not require stockholder approval (each, an “Event”), the Company shall provide to the Holder 10 days’ advance written notice of such Event, and the Holder shall have the option, in its sole discretion, to allow any unexercised portion of the Warrant to be deemed automatically exercised pursuant to Section 2.2, subject to Section 2.5. This Warrant will be binding upon the successors and assigns of the Company upon an Event.

CERTAIN EVENTS. In the event of, at any time during the Exercise Period, any capital reorganization, or any reclassification of the capital stock of the Company (other than a change in par value or from par value to no par value or no par value to par value or as a result of a stock dividend or subdivision, split-up or combination of shares), or the consolidation or merger of the Company with or into another corporation (other than a merger solely to effect a reincorporation of the Company into another jurisdiction), in each case, in which the stockholders of the Company immediately prior to such capital reorganization, reclassification, consolidation or merger, will hold less than a majority of the outstanding shares of the Company or resulting corporation immediately after such capital reorganization, reclassification, consolidation or merger, or the sale or other disposition of all or substantially all of the properties and assets of the Company and its subsidiaries, taken as a whole, in its entirety to any other person, other than sales or other dispositions that do not require stockholder approval (each, an “Event”), the Company shall provide to the Holder 10 days’ advance written notice of such Event, and the Holder shall have the option, in its sole discretion, to allow any unexercised portion of the Warrant to be deemed automatically exercised pursuant to Section 2.2, subject to Section 2.5. This Warrant will be binding upon the successors and assigns of the Company upon an Event.

Certain Events. The Company will not adjust the Conversion Rate except as provided in [Section 8(G)], [Section 8(H)] or Section 8(I). Without limiting the foregoing, the Company will not adjust the Conversion Rate on account of:

Notice of Certain Events. During any period when the Company is not subject to the reporting requirements of [Section 13] or Section 15(d) of the Exchange Act, if the Company proposes at any time to:

Notice of Certain Events. Promptly upon a Responsible Officer of the Borrower obtaining knowledge thereof (and, in any event, within five (5) Business Days, or, solely with respect to a Material Modification specified in clause (f) of the definition thereof, one (1) Business Day), notice of # any Collateral Manager Termination Event, # any Assigned Value Adjustment Event, # any failure to comply with Section 5.1(r), (4) any other event or circumstance that could reasonably be expected to have a Material Adverse Effect, # any event or circumstance whereby any Loan which was included in the latest calculation of the Borrowing Base as an Eligible Loan shall fail to meet one or more of the criteria (other than criteria waived by the Administrative Agent, on or prior to the related Funding Date in respect of such Loan), or # unless notice of such default has been provided by the Collateral Manager under Section 5.3(i), the occurrence of any default by an Obligor on any Loan in the payment of principal or interest, a financial covenant default or that would result in an Assigned Value Adjustment Event;

Notice of Certain Events. To the extent permitted by applicable statute, rule or regulation, the Company shall provide written notice to the Holders of the occurrence of any of the following events promptly, but in no event later than 15 Business Days following the Company becoming aware of the occurrence of such event:

Notice of Certain Events. Prior to the Closing, each party shall promptly notify the other parties after learning of # any Material Adverse Effect with respect to such party, # any material Actions commenced or, to its knowledge, threatened, involving the Purchased Assets, # any representation or warranty made by such party in this Agreement becoming untrue or inaccurate in any material respect, or # any failure by such party to comply with or satisfy, in any material respect, any covenant, condition or agreement to be complied with or satisfied by it under this Agreement. The disclosure by any party of any such matters shall not constitute an admission by it that any such matters constitute or give rise to a Material Adverse Effect (other than any matter for which notice is provided under [subsection (a)]), failure of a condition under [Sections 5.2 or 5.3]3], as applicable, or a right to terminate in accordance with ARTICLE VI.

Notice of Certain Events. Promptly upon becoming aware thereof (and in any event within two (2) Business Days), notice of # any Value Adjustment Event, # any other event or circumstance (excluding matters of a general economic, financial or political nature to the extent that they could not reasonably be expected to have a disproportionate effect on the Borrower) that could reasonably be expected to result in a Material Adverse Effect, or # any event or circumstance whereby any Loan which was included in the latest calculation of the Availability as an Eligible Loan shall fail to meet one or more of the criteria (other than criteria waived by the Administrative Agent on or prior to the related Funding Date in respect of such Loan) listed in the definition ofEligible Loan”; and

Notice of Certain Events. If: # the Company shall declare any dividend or distribution upon its outstanding Common Stock, payable in stock, cash, property or other securities (provided that, and to the extent applicable under the Loan Agreement, the Warrantholder in its capacity as lender under the Loan Agreement consents to such dividend); # the Company shall offer for subscription pro rata to the holders of its Common Stock any additional shares of stock of any class or other rights; # there shall be any Merger Event; or # there shall be any voluntary dissolution, liquidation or winding up of the Company; then, in connection with each such event, the Company shall give the Warrantholder notice thereof at the same time and in the same manner as it gives notice thereof to the holders of outstanding Common Stock. In addition, if at any time the number of shares of Common Stock (or other securities of any other class or classes of securities of the Company for which this Warrant is then exercisable) outstanding is reduced such that the number of shares of Common Stock or other securities issuable upon exercise of this Warrant shall exceed five percent (5%) of the then outstanding class of such securities, then, within three (3) business days of such event, the Company shall give the Warrantholder written notice thereof.

Notice of Certain Events. To the extent permitted by applicable statute, rule or regulation, the Company shall provide written notice to the Noteholder of the occurrence of any of the following events as soon as practicable, but in no event later than fifteen (15) Business Days following the Company becoming aware of the occurrence of such event:

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