Notice to Holders Prior to Certain Actions. In case of any: (a) action by the Company that would require an adjustment in the Conversion Rate pursuant to Section 14.04 or Section 14.11; (b) Specified Corporate Event; or (c) voluntary or involuntary dissolution, liquidation or winding up of the Company; then, in each case (unless notice of such event is otherwise required pursuant to another provision of this Indenture) and to the extent applicable, the Company shall cause to be filed with the Trustee and the Conversion Agent (if other than the Trustee) and to be mailed to each Holder at its address appearing on the Note Register, a notice stating the date on which a record is to be taken for the purpose of such action by the Company or, if a record is not to be taken, the date as of which the holders of Common Stock of record are to be determined for the purposes of such action by the Company no later than the earlier of the date notice of such date is required to be provided under Rule 10b-17 of the Exchange Act or applicable rules of the Relevant Stock Exchange and such date is publicly announced by the Company. Failure to give such notice, or any defect therein, shall not affect the legality or validity of such action by the Company, Specified Corporate Event, dissolution, liquidation or winding-up.
Appears in 4 contracts
Sources: Indenture (Inotek Pharmaceuticals Corp), Indenture (Inotek Pharmaceuticals Corp), Indenture (Inotek Pharmaceuticals Corp)
Notice to Holders Prior to Certain Actions. In case of any:
(a) action by the Company or one of its Subsidiaries that would require an adjustment in the Conversion Rate pursuant to Section 14.04 14.05 or Section 14.1114.12;
(b) Specified Corporate Event; or
(c) voluntary or involuntary dissolution, liquidation or winding winding-up of the Company; then, in each case (unless notice of such event is otherwise required pursuant to another provision of this Indenture) and to the extent applicable, the Company shall cause to be filed with the Trustee and the Conversion Agent (if other than the Trustee) and to be mailed delivered to each Holder at its address appearing on the Note RegisterHolder, a notice stating the date on which a record is to be taken for the purpose of such action by the Company or one of its Subsidiaries or, if a record is not to be taken, the date as of which the holders of Common Stock of record are to be determined for the purposes of such action by the Company no later than the earlier of the date notice of such date is required to be provided under Rule 10b-17 of the Exchange Act or applicable rules of the Relevant Stock Exchange and such date is publicly announced by the Company. Failure to give such notice, or any defect therein, shall not affect the legality or validity of such action by the CompanyCompany or one of its Subsidiaries, Specified Corporate Event, dissolution, liquidation or winding-up.
Appears in 3 contracts
Sources: Indenture (Bloom Energy Corp), Indenture (Bloom Energy Corp), Indenture (Bloom Energy Corp)
Notice to Holders Prior to Certain Actions. In case of any:
(a) action by the Company that would require an adjustment in the Conversion Rate pursuant to Section 14.04 14.05 or Section 14.1114.12;
(b) Specified Corporate Event; or
(c) voluntary or involuntary dissolution, liquidation or winding up of the Company; then, in each case (unless notice of such event is otherwise required pursuant to another provision of this the Indenture) and to the extent applicable, the Company shall cause to be filed with the Trustee and the Conversion Agent (if other than the Trustee) and to be mailed sent to each Holder at its address appearing on the Note Security Register, a notice stating the date on which a record is to be taken for the purpose of such action by the Company or, if a record is not to be taken, the date as of which the holders of Common Stock of record are to be determined for the purposes of such action by the Company no later than the earlier of the date notice of such date is required to be provided under Rule 10b-17 of the Exchange Act or applicable rules of the Relevant Stock Exchange and such date is publicly announced by the Company. Failure to give such notice, or any defect therein, shall not affect the legality or validity of such action by the Company, Specified Corporate Event, dissolution, liquidation or winding-up.
Appears in 2 contracts
Sources: Second Supplemental Indenture (Rocket Pharmaceuticals, Inc.), First Supplemental Indenture (Inotek Pharmaceuticals Corp)
Notice to Holders Prior to Certain Actions. In case of any:
(a) action by the Company or one of its Subsidiaries that would require an adjustment in the Conversion Rate pursuant to Section 14.04 or Section 14.11;
(b) Specified Corporate Event; or
(c) voluntary or involuntary dissolution, liquidation or winding winding-up of the Company; then, in each case (unless notice of such event is otherwise required pursuant to another provision of this Indenture) and to the extent applicable, the Company shall cause to be filed with the Trustee and the Conversion Agent (if other than the Trustee) and to be mailed delivered to each Holder at its address appearing on the Note RegisterHolder, a notice stating the date on which a record is to be taken for the purpose of such action by the Company or one of its Subsidiaries or, if a record is not to be taken, the date as of which the holders of Common Stock of record are to be determined for the purposes of such action by the Company no later than the earlier of the date notice of such date is required to be provided under Rule 10b-17 of the Exchange Act or applicable rules of the Relevant Stock Exchange and such date is publicly announced by the Company. Failure to give such notice, or any defect therein, shall not affect the legality or validity of such action by the CompanyCompany or one of its Subsidiaries, Specified Corporate Event, dissolution, liquidation or winding-up.
Appears in 1 contract
Notice to Holders Prior to Certain Actions. In case of any:
(a) action by the Company or one of its Subsidiaries that would require an adjustment in the Conversion Rate pursuant to Section 14.04 or Section 14.11;
(b) Specified Corporate EventShare Exchange Event (other than with respect to any Share Exchange Event for which notice is provided to under Section 14.01(b)(iii) of this Indenture); or
(c) voluntary or involuntary dissolution, liquidation or winding winding-up of the Company; then, in each case (unless notice of such event is otherwise required pursuant to another provision of this Indenture) and to the extent applicable, the Company shall cause to be filed with the Trustee and the Conversion Agent (if other than the Trustee) and to be mailed delivered to each Holder at its address appearing on the Note RegisterHolder, a notice stating the date on which a record is to be taken for the purpose of such action by the Company or one of its Subsidiaries or, if a record is not to be taken, the date as of which the holders of Common Stock of record are to be determined for the purposes of such action by the Company no later than the earlier or one of the date notice of such date is required to be provided under Rule 10b-17 of the Exchange Act or applicable rules of the Relevant Stock Exchange and such date is publicly announced by the Companyits Subsidiaries. Failure to give such notice, or any defect therein, shall not affect the legality or validity of such action by the CompanyCompany or one of its Subsidiaries, Specified Corporate Share Exchange Event, dissolution, liquidation or winding-up.
Appears in 1 contract
Sources: Indenture (Impinj Inc)