Common use of Adjustment for Reorganization, Consolidation, Merger Clause in Contracts

Adjustment for Reorganization, Consolidation, Merger. In case of ---------------------------------------------------- any reorganization of the Company (or of any other corporation the stock or other securities of which are at the time receivable on the conversion of this Note) after the date of this Note, or in case, after such date, the Company (or any such corporation) shall consolidate with or merge into another corporation or convey all or substantially all of its assets to another corporation, then, and in each such case, the Holder, upon the conversion of this Note (as provided in Section 2) at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to receive, in lieu of the stock or other securities and property receivable upon the conversion of this Note prior to such consummation, the stock or other securities or property to which the Holder would have been entitled upon the consummation of such reorganization, consolidation, merger or conveyance if the Holder had converted this Note immediately prior thereto, all subject to further adjustment as provided in this Note, and the successor or purchasing corporation in such reorganization, consolidation, merger or conveyance (if other than the Company) shall duly execute and deliver to the Holder a supplement hereto acknowledging such corporation's obligations under this Note; and in each such case, the terms of the Note shall be applicable to the shares of stock or other securities or property receivable upon the conversion of this Note after the consummation of such reorganization, consolidation, merger or conveyance.

Appears in 1 contract

Samples: Convertible Note and Warrant Purchase Agreement (Lexar Media Inc)

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Adjustment for Reorganization, Consolidation, Merger. In case the event of ---------------------------------------------------- any reorganization not considered a Change of Control Transaction of the Company (or of any other corporation the stock or other securities of which are at the time receivable on upon the conversion of this Note) after the date of this Note, or in casethe event, after such date, the Company (or any such corporation) shall consolidate with or merge merger into another corporation or convey all or substantially all of its assets to another corporationcorporation where such transaction is not considered a Change of Control Transaction, then, and in each such case, the HolderNoteholders, upon the conversion of this Credit Line/Note (as provided in Section 210 above) at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to receive, in lieu of the stock or other securities and property receivable upon the conversion of this Credit Line/Note prior to such consummation, the stock or other securities or property to which the Holder such Noteholders would have been entitled upon the consummation of such reorganization, consolidation, merger or conveyance if the Holder such holder had converted this Credit Line/Note immediately prior thereto, all subject to further adjustment as provided in this Note, and the successor or purchasing corporation in such reorganization, consolidation, merger or conveyance (if other than the Company) shall duly execute and deliver to the Holder Noteholders a supplement hereto acknowledging such corporation's obligations under this Credit Line/Note; and in . In each such case, the terms of the Credit Line/Note shall be applicable applied to the shares of stock or other securities or property receivable upon the conversion of this Credit Line/Note after the consummation of such reorganization, consolidation, merger or conveyance.

Appears in 1 contract

Samples: China Direct Trading Corp

Adjustment for Reorganization, Consolidation, Merger. In case the event of ---------------------------------------------------- any reorganization of the Company (or of any other corporation the stock or other securities of which are at the time receivable on upon the conversion of this Note) after the date of this Note, or in casethe event, after such date, the Company (or any such corporation) shall consolidate with or merge into another corporation or convey all or substantially all of its assets to another corporation, then, and in each such case, the Holder, upon the conversion of this Note (as provided in Section 2section 1) at any time after the consummation of such reorganization, consolidation, merger merger, or conveyance, shall be entitled to receive, in lieu of the stock or other securities and property receivable upon the conversion of this Note prior to such consummation, the stock or other securities or property to which the such Holder would have been entitled upon the consummation of such reorganization, consolidation, merger merger, or conveyance if the such Holder had converted this Note immediately prior thereto, all subject to further adjustment as provided in this Notesection 3, and the successor or purchasing corporation in such reorganization, consolidation, merger merger, or conveyance (if other than the Company) shall duly execute and deliver to the Holder a supplement hereto acknowledging such corporation's obligations under this Note; and in . In each such case, the terms of the Note shall be applicable to the shares of stock or other securities or property receivable upon the conversion of this Note after the consummation of such reorganization, consolidation, merger merger, or conveyance.

Appears in 1 contract

Samples: Schimatic Cash Transactions Network Com Inc

Adjustment for Reorganization, Consolidation, Merger. In case the event of ---------------------------------------------------- any reorganization not considered a Change of the Company Control Transaction of HomeNet (or of any other corporation the stock or other securities of which are at the time receivable on upon the conversion of this Note) after the date of this Note, or in casethe event, after such date, the Company HomeNet (or any such corporation) shall consolidate with or merge into another corporation or convey all or substantially all of its assets to another corporationcorporation where such transaction is not considered a Change of Control Transaction, then, and in each such case, the HolderNoteholder, upon the conversion of this Note (as provided in Section 2) at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to receive, in lieu of the stock or other securities and property receivable upon the conversion of this Note prior to such consummation, the stock or other securities or property to which the Holder such Noteholder would have been entitled upon the consummation of such reorganization, consolidation, merger or conveyance if the Holder such holder had converted this Note immediately prior thereto, all subject to further adjustment as provided in this NoteSection 4, and the successor or purchasing corporation in such reorganization, consolidation, merger or conveyance (if other than the CompanyHomeNet) shall duly execute and deliver to the Holder Noteholder a supplement hereto acknowledging such corporation's obligations under this Note; and in . In each such case, the terms of the Note shall be applicable to the shares of stock or other securities or property receivable upon the conversion of this Note after the consummation of such reorganization, consolidation, merger or conveyance.

Appears in 1 contract

Samples: Secured Loan Agreement (Homenet Corp)

Adjustment for Reorganization, Consolidation, Merger. In case of ---------------------------------------------------- any reorganization of the Company Borrower (or of any other corporation the stock or other securities of which are at the time receivable on the conversion of this Note) ), after the date of this Note, or in case, after such date, the Company Borrower (or any such corporation) shall consolidate with or merge into another corporation or convey all or substantially all of its assets to another corporation, then, and in each such case, the Holder, upon the conversion of this Note (as provided in Section 2III(a)) at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to -3- 108 receive, in lieu of the stock or other securities and property receivable upon the conversion of this Note prior to such consummation, the stock or other securities or property to which the Holder would have been entitled upon the consummation of such reorganization, consolidation, merger or conveyance if the Holder had converted this Note immediately prior thereto, all subject to further adjustment as provided in this Note, and the successor or purchasing corporation in such reorganization, consolidation, merger or conveyance (if other than the CompanyBorrower) shall duly execute and deliver to the Holder a supplement hereto acknowledging such corporation's obligations under this Note; and in each such case, the terms of the Note shall be applicable to the shares of stock or other securities or property receivable upon the conversion of this Note after the consummation of such reorganization, consolidation, merger or conveyance.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Broadbase Software Inc)

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Adjustment for Reorganization, Consolidation, Merger. In case the event of ---------------------------------------------------- any reorganization of the Company (or of any other corporation the stock or other securities of which are at the time receivable on the conversion of this Note) after the date of this Note, or in casethe event, after such date, the Company (or any such corporation) shall consolidate with or merge into another corporation or convey all or substantially all of its assets to another corporation, then, and in each such case, the HolderNoteholder, upon the conversion of this Note (as provided in Section 2) at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to receive, in lieu of the stock or other securities and property receivable upon the conversion of this Note prior to such consummation, the stock or other securities or property to which the Holder such Noteholder would have been entitled upon the consummation of such reorganization, consolidation, merger or conveyance if the Holder such holder had converted this Note immediately prior thereto, all subject to further adjustment as provided in this NoteSection 4, and the successor or purchasing corporation in such reorganization, consolidation, merger or conveyance (if other than the Company) shall duly execute and deliver to the Holder Noteholder a supplement hereto acknowledging such corporation's obligations under this Note; and in . In each such case, the terms of the Note shall be applicable to the shares of stock or other securities or property receivable upon the conversion of this Note after the consummation of such reorganization, consolidation, merger or conveyance.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (Kibush Capital Corp)

Adjustment for Reorganization, Consolidation, Merger. In case of ---------------------------------------------------- any reorganization of the Company Borrower (or of any other corporation the stock or other securities of which are at the time receivable on the conversion of this Note) ), after the date of this Note, or in case, after such date, the Company Borrower (or any such corporation) shall consolidate with or merge into another corporation or convey all or substantially all of its assets to another corporation, then, and in each such case, the Holder, upon the conversion of this Note (as provided in Section 2III(a)) at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to receive, in lieu of the stock or other securities and property receivable upon the conversion of this Note prior to such consummation, the stock or other securities or property to which the Holder would have been entitled upon the consummation of such reorganization, consolidation, merger or conveyance if the Holder had converted this Note immediately prior thereto, all subject to further adjustment as provided in this Note, and the successor or purchasing corporation in such reorganization, consolidation, merger or conveyance (if other than the CompanyBorrower) shall duly execute and deliver to the Holder a supplement hereto acknowledging such corporation's obligations under this Note; and in each such case, the terms of the Note shall be applicable to the shares of stock or other securities or property receivable upon the conversion of this Note after the consummation of such reorganization, consolidation, merger or conveyance.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Broadbase Software Inc)

Adjustment for Reorganization, Consolidation, Merger. In case the event of ---------------------------------------------------- any reorganization not considered a Change of the Company Control Transaction of Faraday (or of any other corporation the stock or other securities of which are at the time receivable on upon the conversion of this Note) after the date of this Note, or in casethe event, after such date, the Company Faraday (or any such corporation) shall consolidate with or merge into another corporation or convey all or substantially all of its assets to another corporationcorporation where such transaction is not considered a Change of Control Transaction, then, and in each such case, the HolderNoteholder, upon the conversion of this Note (as provided in Section 2) at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to receive, in lieu of the stock or other securities and property receivable upon the conversion of this Note prior to such consummation, the stock or other securities or property to which the Holder such Noteholder would have been entitled upon the consummation of such reorganization, consolidation, merger or conveyance if the Holder such holder had converted this Note immediately prior thereto, all subject to further adjustment as provided in this NoteSection 4, and the successor or purchasing corporation in such reorganization, consolidation, merger or conveyance (if other than the CompanyFaraday) shall duly execute and deliver to the Holder Noteholder a supplement hereto acknowledging such corporation's obligations under this Note; and in . In each such case, the terms of the Note shall be applicable to the shares of stock or other securities or property receivable upon the conversion of this Note after the consummation of such reorganization, consolidation, merger or conveyance.

Appears in 1 contract

Samples: Security Agreement (Homenet Corp)

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