Common use of Dissenters’ Rights Clause in Contracts

Dissenters’ Rights. If any Dissenting Stockholder shall be entitled to or shall assert entitlement to be paid the "fair value" of his or her Shares, as provided in Sections 92A.300 et seq. of the GCL, Company shall give Parent notice thereof and Parent shall have the right to participate in all negotiations and proceedings with respect to any such demands. Neither Company nor the Surviving Corporation shall, except with the prior written consent of Parent, voluntarily make any payment with respect to, or settle or offer to settle, any such demand for payment. If any Dissenting Stockholder shall fail to perfect or shall have effectively withdrawn or lost the right to dissent, the Shares held by such Dissenting Stockholder shall thereupon be treated as though such Shares had been converted into the Merger Consideration pursuant to Section 4.1.

Dissenters’ Rights. If any Dissenting Stockholder shall be ------------------ entitled to or shall assert entitlement to be paid the "fair value" of his or her Shares, as provided in Sections 92A.300 et seq. Section 262 of the GCLDGCL, the Company shall give Parent Purchaser notice thereof and Parent Purchaser shall have the right to participate in all negotiations and proceedings with respect to any such demands. Neither the Company nor the Surviving Corporation shall, except with the prior written consent of ParentPurchaser, voluntarily make any payment with respect to, or settle or offer to settle, any such demand for payment. If any Dissenting Stockholder shall fail to perfect or shall have effectively withdrawn or lost the right to dissent, the Shares held by such Dissenting Stockholder shall thereupon be treated as though such Shares had been converted into the Merger Consideration pursuant to Section 4.15.1.

Dissenters’ Rights. If any Dissenting Stockholder shall be entitled to or shall assert entitlement to be paid the "fair value" of his or her such holder's Shares, as provided in Sections 92A.300 et seq. Chapter 55-13 of the GCLNCBCA, the Company shall give Parent the Purchaser notice thereof and Parent the Purchaser shall have the right to participate in all negotiations and proceedings with respect to any such demands. Neither the Company nor the Surviving Corporation shall, except with the prior written consent of Parentthe Purchaser, voluntarily make any payment with respect to, or settle or offer to settle, any such demand for payment. If any Dissenting Stockholder shall fail to perfect or shall have effectively withdrawn or lost the right to dissent, the Shares held by such Dissenting Stockholder shall thereupon be treated as though such Shares had been converted into the Merger Consideration pursuant to Section 4.12.1.

Dissenters’ Rights. If any Dissenting Stockholder shall be entitled to or shall assert entitlement to be paid the "fair value" of his or her such Dissenting Stockholder's Shares, as provided in Sections 92A.300 et seqArt. 5.12 of the GCLTBCA, the Company shall give Parent Purchaser notice thereof and Parent Purchaser shall have the right to participate in all negotiations and proceedings with respect to any such demands. Neither the Company nor the Surviving Corporation shall, except with the prior written consent of ParentPurchaser, voluntarily make any payment with respect to, or settle or offer to settle, any such demand for payment. If any person who otherwise would have been a Dissenting Stockholder shall fail have failed to perfect or shall have effectively withdrawn or lost the right to dissent, the Shares held by such Dissenting Stockholder person shall thereupon be treated as though such Shares had been converted into the Merger Consideration pursuant to Section 4.15.1.

Dissenters’ Rights. If any Dissenting Stockholder shall be entitled to or shall assert entitlement to be paid the "fair value" of his or her such holder's Shares, as provided in Sections 92A.300 et seq. Section 262 of the GCLDGCL, the Company shall give the Parent notice thereof and the Parent shall have the right to participate in all negotiations and proceedings with respect to any such demands. Neither the Company nor the Surviving Corporation shall, except with the prior written consent of the Parent, voluntarily make any payment with respect to, or settle or offer to settle, any such demand for payment. If any Dissenting Stockholder shall fail to perfect or shall have effectively withdrawn or lost the right to dissent, the Shares held by such Dissenting Stockholder shall thereupon be treated as though such Shares had been converted into the Merger Consideration pursuant to Section 4.12.1.

Dissenters’ Rights. If any Dissenting Stockholder shall be entitled to or shall assert entitlement to be paid the "fair value" of his or her Shares, as provided in Sections 92A.300 et seq. Section 262 of the GCLDGCL, the Company shall give Parent Purchaser notice thereof and Parent Purchaser shall have the right to participate in all negotiations and proceedings with respect to any such demands. Neither the Company nor the Surviving Corporation shall, except with the prior written consent of ParentPurchaser, voluntarily make any payment with respect to, or settle or offer to settle, any such demand for payment. If any Dissenting Stockholder shall fail to perfect or shall have effectively withdrawn or lost the right to dissent, the Shares held by such Dissenting Stockholder shall thereupon be treated as though such Shares had been converted into the Merger Consideration pursuant to Section 4.15.1. 5.4.

Dissenters’ Rights. If any Dissenting Stockholder shall be entitled to or shall assert entitlement to be paid the "fair value" of his or her such Dissenting Stockholder's Shares, as provided in Sections 92A.300 et seq. Section 262 of the GCLDGCL, the Company shall give Parent Purchaser notice thereof and Parent Purchaser shall have the right to participate in all negotiations and proceedings with respect to any such demands. Neither the Company nor the Surviving Corporation shall, except with the prior written consent of ParentPurchaser, voluntarily make any payment with respect to, or settle or offer to settle, any such demand for payment. If any person who otherwise would have been a Dissenting Stockholder shall fail have failed to perfect or shall have effectively withdrawn or lost the right to dissent, the Shares held by such Dissenting Stockholder person shall thereupon be treated as though such Shares had been converted into the Merger Consideration pursuant to Section 4.1.5.1. 5.4

Dissenters’ Rights. If any Dissenting Stockholder shall be entitled to or shall assert entitlement to be paid the "fair value" of his or her Shares, as provided in Sections 92A.300 et seq. Section 262 of the GCLDGCL, the Company shall give Parent Purchaser notice thereof and Parent Purchaser shall have the right to participate in all negotiations and proceedings with respect to any such demands. Neither the Company nor the Surviving Corporation shall, except with the prior written consent of ParentPurchaser, voluntarily make any payment with respect to, or settle or offer to settle, any such demand for payment. If any Dissenting Stockholder shall fail to perfect or shall have effectively withdrawn or lost the right to dissent, the Shares held by such Dissenting Stockholder shall thereupon be treated as though such Shares had been converted into the Merger Consideration pursuant to Section 4.15.1.

Dissenters’ Rights. If any Dissenting Dis- senting Stockholder shall be entitled to or shall assert entitlement to be paid the "fair value" of his such holder's Shares or her Preferred Shares, as provided in Sections 92A.300 et seq. Section 262 of the GCLDGCL, the Company shall give the Parent notice thereof and the Parent shall have the right to participate in all negotiations and proceedings proceed- ings with respect to any such demands. Neither the Company nor the Surviving Corporation shall, except with the prior written consent of the Parent, voluntarily make any payment with respect to, or settle or offer to settleset- tle, any such demand for payment. If any Dissenting Stockholder shall fail to perfect or shall have effectively effec- tively withdrawn or lost the right to dissent, the Shares held by such Dissenting Stockholder shall thereupon be treated as though such Shares or Preferred Shares had been converted into the Merger Consideration or Preferred Merger Consideration pursuant to Section 4.12.1.

Dissenters’ Rights. If any Dissenting Stockholder ------------------ shall be entitled to or shall assert entitlement require the Company to be paid the purchase such stockholder's shares for their "fair value" of his or her Shares", as provided in Sections 92A.300 et seq. Section 262 of the GCLDGCL, the Company shall give Parent notice thereof and Parent shall have the right to participate in all negotiations and proceedings with respect to any such demands. Neither the Company nor the Surviving Corporation shall, except with the prior written consent of Parent, voluntarily make any payment with respect to, or settle or offer to settle, any such demand for payment. If any Dissenting Stockholder shall fail to perfect or shall have effectively withdrawn or lost the right to dissent, the Shares shares of Company Common Stock held by such Dissenting Stockholder stockholder shall thereupon be treated entitled to be surrendered in exchange for cash as though such Shares had been converted into the Merger Consideration pursuant to Section 4.1provided by Sections 2.1 and 2.2 hereof.

Dissenters’ Rights. If any Dissenting Dis- senting Stockholder shall be entitled to or shall assert entitlement have demanded to be paid the "fair value" value of his or her such holder's Shares, as provided in Sections 92A.300 et seq. Sec- tion 262 of the GCLDGCL, the Company shall give Parent notice thereof and Parent shall have the right to participate partic- ipate in all negotiations and proceedings with respect to any such demands. Neither the Company nor the Surviving Corporation shall, except with the prior written consent of Parent, voluntarily make any payment with respect to, or settle or offer to settle, any such demand for paymentpay- ment. If any Dissenting Stockholder shall fail to perfect per- fect or shall have effectively withdrawn or lost the right to dissentpursue appraisal rights, the Shares held by such Dissenting Stockholder shall thereupon be treated as though such Shares had been converted into the Merger Consideration pursuant to Section 4.12.1.

Dissenters’ Rights. If any Dissenting ------------------ Stockholder shall be entitled to or shall assert entitlement to be paid the "fair value" of his or her such Dissenting Stockholder's Shares, as provided in Sections 92A.300 et seq. Section 262 of the GCLDGCL, the Company shall give Parent Purchaser notice thereof and Parent Purchaser shall have the right to participate in all negotiations and proceedings with respect to any such demands. Neither the Company nor the Surviving Corporation shall, except with the prior written consent of ParentPurchaser, voluntarily make any payment with respect to, or settle or offer to settle, any such demand for payment. If any person who otherwise would have been a Dissenting Stockholder shall fail have failed to perfect or shall have effectively withdrawn or lost the right to dissent, the Shares held by such Dissenting Stockholder person shall thereupon be treated as though such Shares had been converted into the Merger Consideration pursuant to Section 4.15.1.

Dissenters’ Rights. If any Dissenting Stockholder shall be entitled to or shall assert entitlement to be paid the "fair value" of his or her such Dissenting Stockholder's Shares, as provided in Sections 92A.300 et seq. Section 23B.13.020 of the GCLWBCA, the Company shall give Parent notice thereof and Parent shall have the right to participate in all negotiations and proceedings with respect to any such demands. Neither the Company nor the Surviving Corporation shall, except with the prior written consent of Parent, voluntarily make any payment with respect to, or settle or offer to settle, any such demand for payment. If any Dissenting Stockholder shall fail to perfect or shall have effectively withdrawn or lost the right to dissent, the Shares held by such Dissenting Stockholder shall thereupon be treated as though such Shares had been converted into the right to receive the Merger Consideration pursuant to Section 4.15.1.

Dissenters’ Rights. If any Dissenting Stockholder shall be entitled to or shall assert entitlement require the Company to be paid the purchase such stockholder's shares for their "fair value," of his or her Shares, as provided in Sections 92A.300 et seq. Section 604 of the GCLN.Y.B.L., the Company shall give Parent notice thereof and Parent shall have the right to participate in all negotiations and proceedings with respect to any such demands. Neither the Company nor the Surviving Corporation Bank shall, except with the prior written consent of Parent, voluntarily make any payment with respect to, or settle or offer to settle, any such demand for payment. If any Dissenting Stockholder shall fail to perfect or shall have effectively withdrawn or lost the right to dissent, the Shares shares held by such Dissenting Stockholder stockholder shall thereupon be treated as though such Shares had been converted into entitled to be surrendered in exchange for the Merger Consideration pursuant to Section 4.1as provided by Sections 2.1 and 2.2 hereof.