Common use of Distributions; Redemptions Clause in Contracts

Distributions; Redemptions. The Company shall not directly or indirectly (a) declare or pay any dividend or distribution to any equityholder of the Company, provided that the Company may declare or pay any dividend or distribution permitted under Sections 7.3(c) or (d) of the PDL Credit Agreement; or (b) redeem, purchase, retire or otherwise extinguish any shares of the Company’s capital stock or securities convertible into shares of the Company’s capital stock (except as required by any of the Transaction Documents), provided that the Company may repurchase outstanding shares of its capital stock pursuant to a stock repurchase program approved by the Board of Directors, including the Investor Designee, and provided, further, each such repurchase is in compliance with the Company’s covenants under the PDL Credit Agreement and any other Indebtedness. e. The first paragraph of Section 6.12 (Equity Issuance) of the Purchase Agreement is hereby amended by inserting, immediately prior to the period (.) therein, a semi-colon (;) followed by the following proviso: and provided, further that the Company shall be permitted to issue, without requiring any such consent, (i) the PDL Warrant and (ii) the shares of Common Stock issuable upon exercise of the PDL Warrant f. Section 6.13 (Sale of Assets) of the Purchase Agreement is hereby amended and restated in its entirety as follows:

Distributions; Redemptions. The Company shall not directly or indirectly (a) declare or pay any dividend or distribution to any equityholder of the Company, provided that the Company may declare or pay any dividend or distribution permitted under Sections 7.3(c) or (d) of the PDL Credit Agreement; or (b) redeem, purchase, retire or otherwise extinguish any shares of the Company’s capital stock or securities convertible into shares of the Company’s capital stock (except as required by any of the Transaction Documents), provided that the Company may repurchase outstanding shares of its capital stock pursuant to a stock repurchase program approved by the Board of Directors, including the Investor Designee, and provided, further, each such repurchase is in compliance with the Company’s covenants under the PDL Credit Agreement and any other Indebtedness. e. The first paragraph of Section 6.12 (Equity Issuance) of the Purchase Agreement is hereby amended by inserting, immediately prior to the period (.) therein, a semi-colon (;) followed by the following proviso: and provided, further that the Company shall be permitted to issue, without requiring any such consent, (i) the PDL Warrant and (ii) the shares of Common Stock issuable upon exercise of the PDL Warrant f. Section 6.13 (Sale of Assets) of the Purchase Agreement is hereby amended and restated in its entirety as follows: