Common use of Ability to Abandon CVR Clause in Contracts

Ability to Abandon CVR. A Holder may at any time, at such Xxxxxx’s option, abandon all of such Xxxxxx’s remaining rights represented by CVRs by transferring such CVR to the Company or a Person nominated in writing by the Company (with written notice thereof from the Company to the Rights Agent) without consideration in compensation therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by the Company of such transfer and cancellation. Nothing in this Agreement is intended to prohibit the Company or its Affiliates from offering to acquire or acquiring CVRs, in private transactions or otherwise, for consideration in its sole discretion.

Appears in 8 contracts

Samples: Contingent Value Rights Agreement (AVROBIO, Inc.), Contingent Value Rights Agreement (Neurogene Inc.), Contingent Value Rights Agreement (Neoleukin Therapeutics, Inc.)

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Ability to Abandon CVR. A Holder may at any time, at such XxxxxxHolder’s option, abandon all of such Xxxxxx’s remaining rights represented by CVRs by transferring such CVR to the Public Company or a Person person nominated in writing by the Public Company (with written notice thereof from the Public Company to the Rights Agent) without consideration in or compensation therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by the Public Company of such transfer and cancellation. Nothing in this Agreement is intended to prohibit the Public Company or its Affiliates from offering to acquire or acquiring CVRs, in private transactions or otherwise, for consideration in its sole discretion.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (CohBar, Inc.), Contingent Value Rights Agreement (CohBar, Inc.), Contingent Value Rights Agreement (Enliven Therapeutics, Inc.)

Ability to Abandon CVR. A Holder may at any time, at such XxxxxxHolder’s option, abandon all of such Xxxxxx’s remaining rights represented by CVRs by transferring such CVR CVRs to the Company or a Person nominated in writing by the Company (with written notice thereof from the Company to the Rights Agent) without consideration in compensation therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by the Company Holder of such transfer and cancellation. Nothing in this Agreement is intended to prohibit the Company or its Affiliates from offering to acquire or acquiring CVRs, in private transactions or otherwise, for consideration in its sole discretion.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Spyre Therapeutics, Inc.), Agreement and Plan of Merger (Aeglea BioTherapeutics, Inc.), Agreement and Plan of Merger (Aeglea BioTherapeutics, Inc.)

Ability to Abandon CVR. A Holder may at any time, at such XxxxxxHolder’s option, abandon all of such Xxxxxx’s remaining rights represented by CVRs by transferring such CVR to the Company Homology or a Person person nominated in writing by the Company Homology (with written notice thereof from the Company Homology to the Rights Agent) without consideration in or compensation therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by the Company Homology of such transfer and cancellation. Nothing in this Agreement is intended to prohibit the Company Homology or its Affiliates Subsidiaries from offering to acquire or acquiring CVRs, in private transactions or otherwise, for consideration in its sole discretion.

Appears in 3 contracts

Samples: Contingent Value Rights Agreement (Q32 Bio Inc.), Contingent Value Rights Agreement (Homology Medicines, Inc.), Contingent Value Rights Agreement (Homology Medicines, Inc.)

Ability to Abandon CVR. A Holder may at any time, at such XxxxxxHolder’s option, abandon all of such Xxxxxx’s remaining rights represented by such Xxxxxx’s CVRs by transferring such CVR to the Company Purchaser or a Person nominated in writing by the Company Purchaser (with written notice thereof from the Company Purchaser to the Rights Agent) without consideration in or compensation therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by the Company Purchaser of such transfer and cancellation. Nothing in this Agreement is intended to prohibit the Company Purchaser or its Affiliates from offering to acquire or acquiring CVRs, in private transactions or otherwise, for consideration in its sole discretion.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Atreca, Inc.), Asset Purchase Agreement (Atreca, Inc.)

Ability to Abandon CVR. A Holder may at any time, at such XxxxxxHolder’s option, abandon all of such XxxxxxHolder’s remaining rights represented by CVRs by transferring such CVR CVRs to the Company or a Person nominated in writing by the Company (with written notice thereof from the Company to the Rights Agent) without consideration in compensation therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by the Company Holder of such transfer and cancellation. Nothing in this Agreement is intended to prohibit the Company or its Affiliates from offering to acquire or acquiring CVRs, in private transactions or otherwise, for consideration in its sole discretion.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Aprea Therapeutics, Inc.), Agreement and Plan of Merger (Miragen Therapeutics, Inc.)

Ability to Abandon CVR. A Holder may at any time, at such XxxxxxHolder’s option, abandon all of such XxxxxxHolder’s remaining rights represented by CVRs by transferring such CVR to the Company or a Person nominated in writing by the Company (with written notice thereof from the Company to the Rights Agent) without consideration in compensation therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by the Company of such transfer and cancellation. Nothing in this Agreement is intended to prohibit the Company or its Affiliates from offering to acquire or acquiring CVRs, in private transactions or otherwise, for consideration in its sole discretion.

Appears in 2 contracts

Samples: Contingent Value Rights Agreement (Unum Therapeutics Inc.), Agreement and Plan of Merger (Unum Therapeutics Inc.)

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Ability to Abandon CVR. A Holder may at any time, at such XxxxxxHolder’s option, abandon all of such XxxxxxHolder’s remaining rights represented by CVRs by transferring such CVR to the Company Aspire or a Person person nominated in writing by the Company Aspire (with written notice thereof from the Company Aspire to the Rights Agent) without consideration in compensation therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by the Company Aspire of such transfer and cancellation. Nothing in this Agreement is intended to prohibit the Company Aspire or its Affiliates from offering to acquire or acquiring CVRs, in private transactions or otherwise, for consideration in its sole discretion.

Appears in 2 contracts

Samples: Contingent Value Rights Agreement (Aduro Biotech, Inc.), Contingent Value Rights Agreement (Chinook Therapeutics, Inc.)

Ability to Abandon CVR. A Holder may at any time, at such XxxxxxHolder’s option, abandon all of such Xxxxxx’s remaining rights represented by CVRs by transferring such CVR CVRs to the Company Ikena or a Person nominated in writing by the Company Xxxxx (with written notice thereof from the Company Ikena to the Rights Agent) without consideration in or compensation therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by the Company Xxxxx of such transfer and cancellation. Nothing in this Agreement is intended to prohibit the Company Ikena or its Affiliates from offering to acquire or acquiring CVRs, in private transactions or otherwise, for consideration in its sole discretion.

Appears in 1 contract

Samples: Contingent Value Rights Agreement (Ikena Oncology, Inc.)

Ability to Abandon CVR. A Holder may at any time, at such XxxxxxHolder’s option, abandon all of such Xxxxxx’s Holxxx’x remaining rights represented by CVRs by transferring such CVR CVRs to the Company or a Person nominated in writing by the Company (with written notice thereof from the Company to the Rights Agent) without consideration in compensation therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by the Company Holder of such transfer and cancellation. Nothing in this Agreement is intended to prohibit the Company or its Affiliates from offering to acquire or acquiring CVRs, in private transactions or otherwise, for consideration in its sole discretion.

Appears in 1 contract

Samples: Support Agreement (Traws Pharma, Inc.)

Ability to Abandon CVR. A Holder may at any time, at such XxxxxxHolder’s option, abandon all of such XxxxxxHolder’s remaining rights represented by CVRs by transferring such CVR to the Company or a Person nominated in writing by the Company (with written notice thereof from the Company to the Rights Agent) without consideration in compensation therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by the Company of such transfer and cancellation. Nothing in this Agreement is intended to prohibit the Company or its Affiliates subsidiaries from offering to acquire or acquiring CVRs, in private transactions or otherwise, for consideration in its sole discretion.

Appears in 1 contract

Samples: Contingent Value Rights Agreement (Aadi Bioscience, Inc.)

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