Asset Sale. In the event of an Acquisition that is an arms length sale of all or substantially all of Company’s assets (and only its assets) to a third party that is not an Affiliate of Company (a “True Asset Sale”), Holder may either (a) exercise its conversion or purchase right under this Warrant and such exercise will be deemed effective immediately prior to the consummation of such Acquisition, or (b) permit the Warrant to continue until the Expiration Date if Company continues as a going concern following the closing of any such True Asset Sale.
Appears in 10 contracts
Samples: Warrant Agreement (Airxpanders Inc), Warrant Agreement (AMEDICA Corp), Warrant Agreement (AMEDICA Corp)
Asset Sale. In the event of an Acquisition that is an arms arm’s length sale of all or substantially all of Company’s assets (and only its assets) to a third party that is not an Affiliate of Company (a “True Asset Sale”), Holder may either (a) exercise its conversion or purchase right under this Warrant and such exercise will be deemed effective immediately prior to the consummation of such Acquisition, or (b) permit the Warrant to continue until the Expiration Date if Company continues as a going concern following the closing of any such True Asset Sale.
Appears in 3 contracts
Samples: Warrant Agreement (Cardiva Medical, Inc.), Warrant Agreement (AMEDICA Corp), Warrant Agreement (BG Medicine, Inc.)
Asset Sale. In the event of an Acquisition that is an arms arm’s length sale of all or substantially all of Company’s assets (and only its assets) to a third party that is not an Affiliate of Company other than as particularly described in Section 3(e)(ii) (a “True Asset Sale”), Holder may either (a) exercise its conversion or purchase right under this Warrant and such exercise will be deemed effective immediately prior to the consummation of such Acquisition, or (b) permit the Warrant to continue until the Expiration Date if Company continues as a going concern following the closing of any such True Asset Sale.
Appears in 2 contracts
Samples: Loan and Security Agreement (Cas Medical Systems Inc), Warrant Agreement (Cas Medical Systems Inc)
Asset Sale. In the event of an Acquisition that is an arms length sale of all or substantially all of Company’s assets (and only its assets) to a third party that is not an Affiliate of Company (a “True Asset Sale”), Holder may either (a) exercise its conversion or purchase right under this Warrant at least two (2) days prior to the consummation of the Acquisition and such exercise will be deemed effective immediately prior to the consummation of such Acquisition, or (b) permit the Warrant to continue until the Expiration Date if Company continues as a going concern following the closing of any such True Asset Sale.
Appears in 1 contract
Samples: Warrant Agreement (Femasys Inc)
Asset Sale. In the event of an Acquisition that is an arms arm’s length sale of all or substantially all of Company’s assets (and only its assets) to a third party that is not an Affiliate of Company (a “True Asset Sale”), Holder may either (a) exercise its conversion or purchase right under this Warrant and such exercise will be deemed effective immediately prior to the consummation of such Acquisition, or (b) permit the Warrant to continue until the Expiration Date if Company continues as a going concern following the closing of any such True Asset Sale.
Appears in 1 contract
