Common use of Disposition of Warrant or Shares Clause in Contracts

Disposition of Warrant or Shares. With respect to any offer, sale or other disposition of this Warrant or any Shares acquired pursuant to the exercise of this Warrant prior to registration of such Warrant or Shares, each Holder hereof agrees to give written notice to the Company 5 business days prior thereto, describing briefly the manner thereof. Notwithstanding the foregoing, this Warrant or such Shares may, as to such federal laws, be offered, sold or otherwise disposed of in accordance with Rule 144 or 144A under the Act; provided no such offer, sale or disposition shall be for less than at least 20% of the Total Shares. For purposes of calculating 20% of the Total Shares in connection with this Section 7(b), the Holder shall be permitted to aggregate its Shares with the shares beneficially held by Virginia Surety Company, Inc. and Combined Insurance Company of America.

Appears in 2 contracts

Samples: Note Purchase Agreement (Kennedy Wilson Inc), Kennedy Wilson Inc

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Disposition of Warrant or Shares. With respect to any offer, sale or other disposition of this Warrant or any Shares acquired pursuant to the exercise of this Warrant prior to registration of such Warrant or Shares, each Holder hereof agrees to give written notice to the Company 5 business days prior thereto, describing briefly the manner thereof. Notwithstanding the foregoing, this Warrant or such Shares may, as to such federal laws, be offered, sold or otherwise disposed of in accordance with Rule 144 or 144A under the Act; provided no such offer, sale or disposition shall be for less than at least 20% of the Total Shares. For purposes of calculating 20% of the Total Shares in connection with this Section 7(b), the Holder shall be permitted to aggregate its Shares with the shares beneficially held by Virginia Surety Company, Inc. and Combined Insurance Company of AmericaResource Life.

Appears in 2 contracts

Samples: Note Purchase Agreement (Kennedy Wilson Inc), Kennedy Wilson Inc

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