Dissent Rights Agreement definition

Dissent Rights Agreement means the agreement between Canada Life, Lifeco and each Dissenting Shareholder governing the Dissent Procedures and other related matters, which is attached to this Circular as Schedule E;
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Dissent Rights Agreement means the dissent rights agreement to be made as at the date of the Circular between CLFC, Lifeco and each Dissenting Shareholder substantially in the form of the agreement attached hereto as Schedule B; "DISSENTING SHAREHOLDER" means a CLFC Common Shareholder who dissents from the Transaction Resolution in accordance with the Dissent Rights Agreement;
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Examples of Dissent Rights Agreement in a sentence

  • Arbitration Under the Dissent Rights Agreement, if the parties are unable to agree on the fair value of the Canada Life Shares, they will be entitled to make an application to an arbitrator (the "Arbitrator") to fix the fair value of such shares.

  • Examples of where an individual may reasonably expect their personal information to be used or disclosed for a secondary purpose include where: • the individual makes adverse comments in the media about the way an APP entity has treated them.

  • Automatically Exchangeable for the Elected Consideration Each Exchangeable Share will be transferred automatically to Lifeco in exchange for: (i) with respect to Exchangeable Shares other than those held by Dissenting Shareholders, the Elected Consideration and (ii) with respect to Exchangeable Shares held by Dissenting Shareholders, the right to receive a cash payment in an amount to be determined in accordance with the Dissent Rights Agreement.

  • Lifeco and CLFC have entered into the Dissent Rights Agreement to provide CLFC Shareholders with a dissent right (the “Dissent Right”) substantially similar to the dissent right provided by section 190 of the CBCA, except that any payment in respect of Exchangeable Shares will be made by Lifeco in cash only and the notice of dissent will be required to be delivered no t later than 2:00 p.m. (Toronto time) on the business day before the CLFC Meeting (defined below).

  • The dissent procedures require that a shareholder who wishes to dissent must send to Canada Life, to be received by it not later than 2:00 p.m. (Toronto time) on the business day before the Special Meeting, a written notice of objection to the Transaction Resolution and otherwise comply strictly with the dissent procedures as set out in the Dissent Rights Agreement appended to and described in the Circular.

Related to Dissent Rights Agreement

  • Registration Rights Agreement means the Registration Rights Agreement, dated the date hereof, among the Company and the Purchasers, in the form of Exhibit B attached hereto.

  • Investor Rights Agreement means the Investor Rights Agreement, dated as of the date of this Agreement, between the Company and each of the Purchasers, in the form of Exhibit A hereto.

  • Existing Registration Rights Agreement shall have the meaning given in the Recitals hereto.

  • Company Rights Agreement shall have the meaning set forth in Section 4.3.

  • Original Registration Rights Agreement has the meaning set forth in the recitals to this Agreement.

  • Registration Rights Agreements means that certain Registration Rights Agreement dated as of the Closing Date by and between the Parent and Laurus and each other registration rights agreement by and between the Parent and Laurus, as each of the same may be amended, modified and supplemented from time to time.

  • Rights Agreement has the meaning set forth in Section 4.7;

  • Exchange and Registration Rights Agreement means (i) the Exchange and Registration Rights Agreement dated the Issue Date among the initial purchasers named therein and the Company, as the same may be amended, supplemented or modified from time to time and (ii) any similar exchange and/or registration rights agreement entered into with respect to any Additional Securities, as any such agreement may be amended, supplemented or modified from time to time.

  • Investors’ Rights Agreement means the agreement among the Company and the Purchasers and certain other stockholders of the Company dated as of the date of the Initial Closing, in the form of Exhibit E attached to this Agreement.

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

  • Registration Agreement means the Exchange and Registration Rights Agreement dated February 18, 2003 between the Company and the Initial Purchasers relating to the Securities and (b) any other similar Exchange and Registration Rights Agreement relating to Additional Securities.

  • Shareholder Agreement has the meaning set forth in the Recitals.

  • Voting Agreement has the meaning set forth in the Recitals.

  • Pro Rata Rights Agreement means a written agreement between the Company and the Investor (and holders of other Safes, as appropriate) giving the Investor a right to purchase its pro rata share of private placements of securities by the Company occurring after the Equity Financing, subject to customary exceptions. Pro rata for purposes of the Pro Rata Rights Agreement will be calculated based on the ratio of (1) the number of shares of Capital Stock owned by the Investor immediately prior to the issuance of the securities to (2) the total number of shares of outstanding Capital Stock on a fully diluted basis, calculated as of immediately prior to the issuance of the securities.

  • Amended and Restated Registration Rights Agreement has the meaning set forth in the Recitals.

  • Stock Appreciation Rights Agreement means a written agreement between the Company and a Holder with respect to an Award of Stock Appreciation Rights.

  • Share Exchange Agreement has the meaning specified in the Recitals.

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

  • Investors Agreement has the meaning set forth in Section 6.01(e).

  • Restricted Stock Purchase Agreement means a written agreement between the Company and the Optionee evidencing the terms and restrictions applying to stock purchased under a Stock Purchase Right. The Restricted Stock Purchase Agreement is subject to the terms and conditions of the Plan and the Notice of Grant.

  • Preferred Stock Purchase Agreement means the Preferred Stock Purchase Agreement, dated September 7, 2008, between the Company and the United States Department of the Treasury.

  • Exchange Agreement has the meaning set forth in the Recitals.

  • Merger Agreement has the meaning set forth in the Recitals.

  • Shareholder Agreements has the meaning set forth in the recitals to this Agreement.

  • Common Stock Purchase Agreement means an agreement among the Investor and/or PJC, Emergent and any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer and elects to participate, substantially in the form attached hereto as Exhibit A, pursuant to which Emergent will issue and sell (a) to the Investor and/or PJC, in the aggregate, 75,000,000 Shares at a price of $0.20 per share, and (b) to any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer that so requests, for every $1,000.00 of principal amount of Convertible Notes that it tenders into the Convertible Note Exchange Offer, 500 Shares at a price of $0.20 per share; provided, that the aggregate maximum number of Shares to be so issued and sold to the Convertible Note Holders who accept and exchange all of their Convertible Notes in the Convertible Note Exchange Offer pursuant to the Common Stock Purchase Agreement shall not exceed 40,000,000.

  • Master Registration Agreement means the agreement of that sets out (among other things) the procedure for a supplier to Register a Supply Point;