Common use of Prohibited Transactions Clause in Contracts

Prohibited Transactions. (i) Notwithstanding anything to the contrary in this Agreement, if the Principal Party has a provision in any of its authorized securities or in its organizational documents that would have the effect of (i) causing the Principal Party to issue (other than to holders of Rights pursuant to Section 13), in connection with, or as a consequence of, the consummation of a Section 13 Event, Common Shares or common stock equivalents of the Principal Party at less than the then Current Per Share Market Price thereof or securities exercisable for, or convertible into, Common Shares or common stock equivalents of the Principal Party at less than such Current Per Share Market Price, or (ii) providing for any special payment, tax, charge or similar provision in connection with the issuance of the Common Shares of the Principal Party pursuant to the provisions of this Section 13, then the Company hereby agrees with each holder of Rights that it will not consummate any such Section 13 Event unless prior thereto the Company and such Principal Party have executed and delivered to the Rights Agent a supplemental agreement providing that such provision has been cancelled, waived, amended or rescinded, or that such authorized securities will be redeemed, so that such provision will have no effect in connection with, or as a consequence of, the consummation of such Section 13 Event.

Appears in 11 contracts

Samples: Preferred Shares Rights Agreement (Pacific Sands Inc), Preferred Shares Rights Agreement (Nuance Communications, Inc.), Preferred Shares Rights Agreement (China Biologic Products, Inc.)

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Prohibited Transactions. (i) Notwithstanding anything to the contrary in this AgreementPlan, if the Principal Party has a provision in any of its authorized securities or in its organizational documents that would have the effect of (i) causing the Principal Party to issue (other than to holders of Rights pursuant to Section 13), in connection with, or as a consequence of, the consummation of a Section 13 Event, Common Shares or common stock equivalents of the Principal Party at less than the then Current Per Share Market Price thereof or securities exercisable for, or convertible into, Common Shares or common stock equivalents of the Principal Party at less than such Current Per Share Market Price, or (ii) providing for any special payment, tax, charge or similar provision in connection with the issuance of the Common Shares of the Principal Party pursuant to the provisions of this Section 13, then the Company hereby agrees with each holder of Rights that it will not consummate any such Section 13 Event unless prior thereto the Company and such Principal Party have executed and delivered to the Rights Agent a supplemental agreement providing that such provision has been cancelled, waived, amended or rescinded, or that such authorized securities will be redeemed, so that such provision will have no effect in connection with, or as a consequence of, the consummation of such Section 13 Event.

Appears in 9 contracts

Samples: Tax Benefit Preservation Plan (Aetrium Inc), Tax Benefit Preservation Plan (Aetrium Inc), Tax Benefit Preservation Plan (Crossroads Systems Inc)

Prohibited Transactions. (i) Notwithstanding anything to the contrary in this Agreement, if the Principal Party has a provision in any of its authorized securities or in its organizational documents that would have the effect of (i) causing the Principal Party to issue (other than to holders of Rights pursuant to Section 13), in connection with, or as a consequence of, the consummation of a Section 13 Event, Common Shares Stock or common stock equivalents of the Principal Party at less than the then Current Per Share Market Price thereof or securities exercisable for, or convertible into, Common Shares Stock or common stock equivalents of the Principal Party at less than such Current Per Share Market Price, ; or (ii) providing for any special payment, tax, charge or similar provision in connection with the issuance of the Common Shares Stock of the Principal Party pursuant to the provisions of this Section 13, then the Company hereby agrees with each holder of Rights that it will not consummate any such Section 13 Event unless prior thereto the Company and such Principal Party have executed and delivered to the Rights Agent a supplemental agreement providing that such provision has been cancelledcanceled, waived, amended or rescinded, or that such authorized securities will be redeemed, so that such provision will have no effect in connection with, or as a consequence of, the consummation of such Section 13 Event.

Appears in 8 contracts

Samples: Preferred Stock Rights Agreement, Preferred Stock Rights Agreement (HF Foods Group Inc.), Preferred Stock Rights Agreement (Forte Biosciences, Inc.)

Prohibited Transactions. (i) Notwithstanding anything to the contrary in this AgreementPlan, if the Principal Party has a provision in any of its authorized securities or in its organizational documents that would have the effect of (i) causing the Principal Party to issue (other than to holders of Rights pursuant to Section 13), in connection with, or as a consequence of, the consummation of a Section 13 Event, Common Shares or common stock equivalents of the Principal Party at less than the then Current Per Share Market Price thereof or securities exercisable for, or convertible into, Common Shares or common stock equivalents of the Principal Party at less than such Current Per Share Market Price, ; or (ii) providing for any special payment, tax, charge or similar provision in connection with the issuance of the Common Shares of the Principal Party pursuant to the provisions of this Section 13, then the Company hereby agrees with each holder of Rights that it will not consummate any such Section 13 Event unless prior thereto the Company and such Principal Party have executed and delivered to the Rights Agent a supplemental agreement providing that such provision has been cancelled, waived, amended or rescinded, or that such authorized securities will be redeemed, so that such provision will have no effect in connection with, or as a consequence of, the consummation of such Section 13 Event.

Appears in 3 contracts

Samples: Tax Benefit Preservation Plan (Aviat Networks, Inc.), Tax Benefit Preservation Plan (Fluidigm Corp), Tax Benefit Preservation Plan (Aviat Networks, Inc.)

Prohibited Transactions. (i) Notwithstanding anything to the contrary in this Agreement, if the Principal Party has a provision in any of its authorized securities or in its organizational documents that would have the effect of (i) causing the Principal Party to issue (other than to holders of Rights pursuant to Section 13), in connection with, or as a consequence of, the consummation of a Section 13 Event, Common Shares or common stock shares equivalents of the Principal Party at less than the then Current Per Share Market Price thereof or securities exercisable for, or convertible into, Common Shares or common stock share equivalents of the Principal Party at less than such Current Per Share Market Price, ; or (ii) providing for any special payment, tax, charge or similar provision in connection with the issuance of the Common Shares of the Principal Party pursuant to the provisions of this Section 13, then the Company hereby agrees with each holder of Rights that it will not consummate any such Section 13 Event unless prior thereto the Company and such Principal Party have executed and delivered to the Rights Agent a supplemental agreement providing that such provision has been cancelledcanceled, waived, amended or rescinded, or that such authorized securities will be redeemed, so that such provision will have no effect in connection with, or as a consequence of, the consummation of such Section 13 Event.

Appears in 2 contracts

Samples: Preferred Shares Rights Agreement, Preferred Shares Rights Agreement (Zymeworks Inc.)

Prohibited Transactions. (i) Notwithstanding anything to the contrary in this Agreement, if In case the Principal Party which is to be a party to a transaction referred to in this Section 13 has a provision in any of its authorized securities or in its organizational documents that charter or By-laws or other instrument governing its affairs, which provision would have the effect of (iA) causing the such Principal Party to issue (other than to holders of Rights pursuant to this Section 13), in connection with, or as a consequence of, the consummation of a transaction referred to in this Section 13 Event13, shares of Common Shares or common stock equivalents Stock of the such Principal Party at less than the then Current Per Share current Fair Market Price thereof Value (determined pursuant to Section 11(d)) or securities exercisable for, or convertible into, Common Shares or common stock equivalents Stock of the such Principal Party at less than such Current Per Share Fair Market PriceValue, or (iiB) providing for any special payment, tax, charge tax or similar provision provisions in connection with the issuance of the Common Shares Stock of the such Principal Party pursuant to the provisions of this Section 13, then then, in such event, the Company hereby agrees with each holder of Rights that it will shall not consummate any such Section 13 Event transaction unless prior thereto the Company and such Principal Party shall have executed and delivered to the Rights Agent a supplemental agreement providing that the provision in question of such provision has Principal Party shall have been cancelledcanceled, waived, amended waived or rescindedamended, or that such the authorized securities will shall be redeemed, so that such the applicable provision will have no effect in connection with, or as a consequence of, the consummation of such Section 13 Eventthe proposed transaction.

Appears in 2 contracts

Samples: Benefits Preservation Rights Agreement (Impac Mortgage Holdings Inc), Benefits Preservation Rights Agreement (Impac Mortgage Holdings Inc)

Prohibited Transactions. (i) Notwithstanding anything to the contrary in this Agreement, if the Principal Party has a provision in any of its authorized securities or in its organizational documents that would have the effect of (i) causing the Principal Party to issue (other than to holders of Rights pursuant to Section 13), in connection with, or as a consequence of, the consummation of a Section 13 Event, Common Shares Stock or common stock equivalents of the Principal Party at less than the then Current Per Share Market Price thereof or securities exercisable for, or convertible into, Common Shares Stock or common stock equivalents of the Principal Party at less than such Current Per Share Market Price, ; or (ii) providing for any special payment, tax, charge or similar provision in connection with the issuance of the Common Shares Stock of the Principal Party pursuant to the provisions of this Section 13, then the Company hereby agrees with each holder of Rights that it will not consummate any such Section 13 Event unless prior thereto the Company and such Principal Party have executed and delivered to the Rights Agent a supplemental agreement providing that such provision has been cancelled, waived, amended or rescinded, or that such authorized securities will be redeemed, so that such provision will have no effect in connection with, or as a consequence of, the consummation of such Section 13 Event.

Appears in 2 contracts

Samples: Preferred Stock Rights Agreement (Woodward, Inc.), Preferred Stock Rights Agreement (KBS Fashion Group LTD)

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Prohibited Transactions. (i) Notwithstanding anything to the contrary in this Agreement, if the Principal Party has a provision in any of its authorized securities or in its organizational documents that would have the effect of (i) causing the Principal Party to issue (other than to holders of Rights pursuant to Section 13), in connection with, or as a consequence of, the consummation of a Section 13 Event, Common Shares Stock or common stock equivalents of the Principal Party at less than the then Current Per Share Market Price thereof or securities exercisable for, or convertible into, Common Shares Stock or common stock equivalents of the Principal Party at less than such Current Per Share Market Price, ; or (ii) providing for any special payment, tax, charge or similar provision in connection with the issuance of the Common Shares Stock of the Principal Party pursuant to the provisions of this Section 13, then the Company hereby agrees with each holder of Rights that it will not consummate any such Section 13 Event unless prior thereto the Company and such Principal Party have executed and delivered to the Rights Agent a supplemental agreement providing that such provision has been cancelledcancelledcanceled, waived, amended or rescinded, or that such authorized securities will be redeemed, so that such provision will have no effect in connection with, or as a consequence of, the consummation of such Section 13 Event.

Appears in 1 contract

Samples: Preferred Stock Rights Agreement

Prohibited Transactions. (i) Notwithstanding i)Notwithstanding anything to the contrary in this AgreementPlan, if the Principal Party has a provision in any of its authorized securities or in its organizational documents that would have the effect of (i) causing the Principal Party to issue (other than to holders of Rights pursuant to Section 13), in connection with, or as a consequence of, the consummation of a Section 13 Event, Common Shares or common stock equivalents of the Principal Party at less than the then Current Per Share Market Price thereof or securities exercisable for, or convertible into, Common Shares or common stock equivalents of the Principal Party at less than such Current Per Share Market Price, ; or (ii) providing for any special payment, tax, charge or similar provision in connection with the issuance of the Common Shares of the Principal Party pursuant to the provisions of this Section 13, then the Company hereby agrees with each holder of Rights that it will not consummate any such Section 13 Event unless prior thereto the Company and such Principal Party have executed and delivered to the Rights Agent a supplemental agreement providing that such provision has been cancelled, waived, amended or rescinded, or that such authorized securities will be redeemed, so that such provision will have no effect in connection with, or as a consequence of, the consummation of such Section 13 Event.

Appears in 1 contract

Samples: Tax Benefit Preservation Plan (Aviat Networks, Inc.)

Prohibited Transactions. (i) Notwithstanding anything to the contrary in this Agreement, if the Principal Party has a provision in any of its authorized securities or in its organizational documents that would have the effect of (i) causing the Principal Party to issue (other than to holders of Rights pursuant to Section 13), in connection with, or as a consequence of, the consummation of a Section 13 Event, Common Ordinary Shares or common stock ordinary share equivalents of the Principal Party at less than the then Current Per Share Market Price thereof or securities exercisable for, or convertible into, Common Ordinary Shares or common stock ordinary share equivalents of the Principal Party at less than such Current Per Share Market Price, or (ii) providing for any special payment, tax, charge or similar provision in connection with the issuance of the Common Ordinary Shares of the Principal Party pursuant to the provisions of this Section 13, then the Company hereby agrees with each holder of Rights that it will not consummate any such Section 13 Event unless prior thereto the Company and such Principal Party have executed and delivered to the Rights Agent a supplemental agreement providing that such provision has been cancelled, waived, amended or rescinded, or that such authorized securities will be redeemed, so that such provision will have no effect in connection with, or as a consequence of, the consummation of such Section 13 Event.

Appears in 1 contract

Samples: Preferred Shares Rights Agreement (China Biologic Products Holdings, Inc.)

Prohibited Transactions. (i) Notwithstanding anything to the contrary in this Agreement, if the Principal Party has a provision in any of its authorized securities or in its organizational documents that would have the effect of (i) causing the Principal Party to issue (other than to holders of Rights pursuant to Section 13), in connection with, or as a consequence of, the consummation of a Section 13 Event, Common Shares Stock or common stock equivalents Common Stock Equivalents of the Principal Party at less than the then Current Per Share Market Price thereof or securities exercisable for, or convertible into, Common Shares Stock or common stock equivalents Common Stock Equivalents of the Principal Party at less than such Current Per Share Market Price, ; or (ii) providing for any special payment, tax, charge or similar provision in connection with the issuance of the Common Shares Stock of the Principal Party pursuant to the provisions of this Section 13, then the Company hereby agrees with each holder of Rights that it will not consummate any such Section 13 Event unless prior thereto the Company and such Principal Party have executed and delivered to the Rights Agent a supplemental agreement providing that such provision has been cancelledcanceled, waived, amended or rescinded, or that such authorized securities will be redeemed, so that such provision will have no effect in connection with, or as a consequence of, the consummation of such Section 13 Event.

Appears in 1 contract

Samples: Rights Agreement (Vanda Pharmaceuticals Inc.)

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