Common use of Acceleration Rights Clause in Contracts

Acceleration Rights. Upon the commencement of an action by the ------------------- Company to obtain shareholder approval of an offer from a person or entity unaffiliated with the Lender and unaffiliated with ▇▇▇▇▇▇▇ Capital AS that would result in a Change of Control (as defined below), Lender may cause the acceleration of the Note so that all of the remaining outstanding and unconverted principal is due within ten (10) days of the closing of the transaction constituting a Change of Control. For purposes of this Agreement, a "Change of Control" shall mean a transaction in which (i) any person or group of persons that was not previously a majority shareholder of the Company becomes the beneficial owner, directly or indirectly, of securities of the Company representing a majority of the combined voting power of the Company's then-outstanding securities or (ii) the Company sells, transfers, leases, exchanges or disposes of at least eighty-five percent (85%) of its assets.

Appears in 2 contracts

Sources: Loan Agreement (Mediabin Inc), Promissory Note (Mediabin Inc)