Common use of Ability to Abandon CVR Clause in Contracts

Ability to Abandon CVR. A Holder may at any time, at such Holder’s option, abandon all of such ▇▇▇▇▇▇’s remaining rights in a CVR by transferring such CVR to Parent or a Person nominated in writing by Parent (with written notice thereof from Parent to the Rights Agent) without consideration therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by Parent of such Transfer and cancellation. Nothing in this Agreement shall prohibit Parent or any of its Affiliates from offering to acquire or acquiring any CVRs for consideration from the Holders, in private transactions or otherwise, in its sole discretion. Any CVRs acquired by Parent or any of its Affiliates shall be automatically deemed extinguished and no longer outstanding for purposes of this Agreement.

Ability to Abandon CVR. A Holder may at any time, at such Holder’s option, abandon all of such ▇▇▇▇▇▇Holder’s remaining rights in a CVR represented by CVRs by transferring such CVR to Parent or a Person person nominated in writing by Parent (with written notice thereof from Parent to the Rights Agent) without consideration in compensation therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by Parent of such Transfer and cancellation. Nothing in this Agreement shall is intended to prohibit Parent or any of its Affiliates from offering to acquire or acquiring any CVRs for consideration from the HoldersCVRs, in private transactions or otherwise, for consideration in its sole discretion. Any CVRs acquired by Parent or any of its Affiliates shall be automatically deemed extinguished and no longer outstanding for purposes of this Agreement.

Ability to Abandon CVR. A Notwithstanding anything in this Agreement to the contrary, (a) a Holder may at any time, at such Holder’s option, abandon all of such ▇▇▇▇▇▇’s remaining rights in a CVR such Holder’s CVRs by transferring such CVR CVRs to Parent or any of its Affiliates without consideration therefor, which a Person nominated in writing by Holder may effect via delivery of a written abandonment notice to Parent (with written notice thereof from Parent a copy to the Rights Agent) without consideration therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by Parent of such Transfer and cancellation. Nothing (b) nothing in this Agreement shall prohibit Parent or any of its Affiliates from offering to acquire or acquiring any CVRs for consideration from the Holders, in private transactions or otherwise, in its sole discretion. Any discretion (it being understood that Parent shall promptly notify the Rights Agent of any CVRs acquired by Parent or any of its Affiliates Affiliates, and each such acquired CVR shall be automatically deemed extinguished and no longer outstanding for purposes of this Agreementthe definition of Acting Holders and Article 4.8 and Article 6).

Ability to Abandon CVR. A Holder may may, at any time, time and at such Holder▇▇▇▇▇▇’s option, abandon all of such ▇▇▇▇▇▇’s remaining rights in a CVR such Holder’s CVRs, by transferring such CVR CVRs to Parent or any of its Affiliates without consideration therefor, which a Person nominated in writing Holder may effect by Parent (with delivery of a written notice thereof from of such abandonment to Parent to and the Rights Agent) without consideration therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by Parent of such Transfer transfer and cancellation. Nothing in this Agreement shall prohibit Parent or any of its Affiliates from offering to acquire or acquiring any CVRs for consideration from the Holdersany Holder, in private transactions or otherwise, in its sole discretion. Any CVRs acquired by Parent or any of its Affiliates shall be automatically deemed extinguished and no longer outstanding for purposes of this Agreementthe definition of “Acting Holders”, Article V and Section 6.3.

Ability to Abandon CVR. A Holder may at any time, at such Holder’s option, abandon all of such ▇▇▇▇▇▇’s remaining rights in a CVR by transferring such CVR to Parent or a Person nominated in writing by Parent (with written notice thereof from Parent to the Rights Agent) without consideration therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by Parent of such Transfer and cancellation. Nothing in this Agreement shall prohibit Parent or any of its Affiliates from offering to acquire or acquiring any CVRs for consideration from the Holders, in private transactions or otherwise, in its sole discretion. Any CVRs acquired by Parent or any of its Affiliates shall be automatically deemed extinguished and no longer outstanding for purposes of this Agreement.. Table of Contents

Ability to Abandon CVR. A Holder may at any time, at such Holder’s option, abandon all of such ▇H▇▇▇▇▇’s remaining rights in a CVR by transferring such CVR to Parent or a Person nominated in writing by Parent (with written notice thereof from Parent to the Rights Agent) without consideration therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by Parent of such Transfer and cancellation. Nothing in this Agreement shall prohibit Parent or any of its Affiliates from offering to acquire or acquiring any CVRs for consideration from the Holders, in private transactions or otherwise, in its sole discretion. Any CVRs acquired by Parent or any of its Affiliates shall be automatically deemed extinguished and no longer outstanding for purposes of this Agreement.

Ability to Abandon CVR. A Holder may at any time, at such Holder▇▇▇▇▇▇’s option, abandon all of such ▇▇▇▇▇▇’s remaining rights in a CVR such Holder’s CVRs by transferring such CVR CVRs to Parent or to a Person nominated in writing by Parent without consideration therefor, which a Holder may effect via delivery of a written abandonment notice to Parent (with written notice thereof from Parent a copy to the Rights Agent) without consideration therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by Parent of such Transfer and cancellation). Nothing in this Agreement shall prohibit Parent or any of its Affiliates Person nominated by Parent from offering to acquire or acquiring any CVRs for consideration from the Holders, in private transactions or otherwise, in its sole discretion. Any discretion (it being understood that Parent shall promptly notify the Rights Agent of any CVRs acquired by Parent or any of its Affiliates Person nominated by Parent, and each such acquired CVR shall be automatically deemed extinguished and no longer outstanding for purposes of this Agreementthe definition of Acting Holders and Section 6).

Ability to Abandon CVR. A Holder may at any time, at such Holder’s option, abandon all of such ▇▇▇▇▇▇’s remaining rights in a CVR represented by transferring CVRs by Transferring such CVR to Parent or a Person nominated in writing by Parent ▇▇▇▇▇▇ (with written notice thereof from Parent to the Rights Agent) without consideration in compensation therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by Parent of such Transfer and cancellation. Nothing in this Agreement shall is intended to prohibit Parent or any of its Affiliates from offering to acquire or acquiring any CVRs for consideration from the HoldersCVRs, in private transactions or otherwise, for consideration in its sole discretion. Any CVRs acquired by Parent or any of its Affiliates shall be automatically deemed extinguished and no longer outstanding for purposes of this Agreement.

Ability to Abandon CVR. A Holder may at any time, at such Holder’s option, abandon all of such ▇H▇▇▇▇▇’s remaining rights in a CVR by transferring such CVR to Parent or a Person nominated in writing by Parent (with written notice thereof from Parent to the Rights Agent) without consideration therefor, which a Holder may effect via delivery of a written abandonment notice to Parent and such rights will be cancelled, with the Rights Agent being promptly notified in writing by Parent of such Transfer and cancellationAgent. Nothing in this Agreement shall prohibit Parent or any of its Affiliates Subsidiaries from offering to acquire or acquiring any CVRs for consideration from the Holders, in private transactions or otherwise, in its or their sole discretion. Any Parent shall promptly notify the Rights Agent of any CVRs acquired by Parent or any of its Affiliates Subsidiaries, and each such acquired CVRs acquired by Parent or any of its Subsidiaries shall be automatically deemed extinguished and no longer outstanding nor entitled to the Milestone Payment for purposes of this Agreement.

Ability to Abandon CVR. A Holder may at any time, at such Holder’s option, abandon all of such ▇▇▇▇▇▇’s remaining rights in a CVR by transferring such CVR to Parent or a Person nominated in writing by Parent (with written notice thereof from Parent to the Rights Agent) without consideration therefor, which a Holder may effect via delivery of a written abandonment notice to Parent and such rights will be cancelled, with the Rights Agent being promptly notified in writing by Parent of such Transfer and cancellationAgent. Nothing in this Agreement shall prohibit Parent or any of its Affiliates Subsidiaries from offering to acquire or acquiring any CVRs for consideration from the Holders, in private transactions or otherwise, in its or their sole discretion. Any Parent shall promptly notify the Rights Agent of any CVRs acquired by Parent or any of its Affiliates Subsidiaries, and each such acquired CVRs acquired by Parent or any of its Subsidiaries shall be automatically deemed extinguished and no longer outstanding nor entitled to the Milestone Payment for purposes of this Agreement.

Ability to Abandon CVR. A Holder may at any time, at such Holder’s option, abandon all of such ▇▇▇▇▇▇Holder’s remaining rights in a CVR represented by transferring CVRs by Transferring such CVR to Parent or a Person person nominated in writing by Parent (with written notice thereof from Parent to the Rights Agent) without consideration in compensation therefor, and such rights will be cancelled, with the Rights Agent being promptly notified in writing by Parent of such Transfer and cancellation. Nothing in this Agreement shall is intended to prohibit Parent or any of its Affiliates from offering to acquire or acquiring any CVRs for consideration from the HoldersCVRs, in private transactions or otherwise, for consideration in its sole discretion. Any CVRs acquired by Parent or any of its Affiliates shall be automatically deemed extinguished and no longer outstanding for purposes of this Agreement.