Common use of CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE Clause in Contracts

CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE. In case of any consolidation with or merger of the Corporation with or into another corporation, or in case of any sale, lease or conveyance to another corporation of the assets of the Corporation as an entirety or substantially as an entirety, each share of the Series C Preferred Stock shall after the date of such consolidation, merger, sale, lease or conveyance be convertible into the number of shares of stock or other securities or property (including cash) to which the Common Stock issuable (at the time of such consolidation, merger, sale, lease or conveyance) upon conversion of such share of the Series C Preferred Stock would have been entitled upon such consolidation, merger, sale, lease or conveyance; and in any such case, if necessary, the provisions set forth herein with respect to the rights and interests thereafter of such Holder of the shares of the Series C Preferred Stock shall be appropriately adjusted so as to be applicable, as nearly as may reasonably be, to any shares of stock or other securities or property thereafter deliverable on the conversion of the shares of the Series C Preferred Stock.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Tangible Asset Galleries Inc), Securities Purchase Agreement (Tangible Asset Galleries Inc)

AutoNDA by SimpleDocs

CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE. In case of any consolidation with or merger of the Corporation with or into another corporation, or in case of any sale, lease or conveyance to another corporation of all or substantially all the assets of the Corporation as an entirety or substantially as an entiretyCorporation, each share of the Series C Preferred Stock shall after the date of such consolidation, merger, sale, lease or conveyance be convertible into the number of shares of stock or other securities or property (including cash) to which the Common Stock issuable (at the time of such consolidation, merger, sale, lease or conveyance) upon conversion of such share of the Series C Preferred Stock would have been entitled upon such consolidation, merger, sale, lease or conveyance; and in any such case, if necessary, the provisions set forth herein with respect to the rights and interests thereafter of such the Holder of the shares of the Series C Preferred Stock shall be appropriately adjusted so as to be applicable, as nearly as may reasonably be, to any shares of stock or of other securities or property thereafter deliverable on the conversion of the shares of the Series C Preferred Stock.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Health Systems Solutions Inc), Preferred Stock Purchase Agreement (Forefront Holdings, Inc.)

CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE. In case of any consolidation with or merger of the Corporation Company with or into another corporationcorporation or entity, or in case of any sale, lease or conveyance to another corporation or entity of the assets of the Corporation Company as an entirety or substantially as an entirety, each share of the Series C H Preferred Stock shall after the date of such consolidation, merger, sale, lease or conveyance be convertible into the number of shares of stock or other securities or property (including cash) to which the Voting Common Stock issuable (at immediately prior to the time of such consolidation, merger, sale, lease or conveyance) upon conversion of such share of the Series C H Preferred Stock would have been entitled upon such consolidation, merger, sale, lease or conveyance; , and in any such case, if necessary, the provisions set forth herein with respect to the rights and interests thereafter of such Holder the holders of the shares of the Series C H Preferred Stock shall be appropriately adjusted so as to be applicable, as nearly as may reasonably bebe possible, to any shares of stock or other securities or property thereafter deliverable on the conversion of the shares of the Series C H Preferred Stock.

Appears in 2 contracts

Samples: Restructuring Agreement (TPG Advisors Ii Inc), Restructuring Agreement (Cypress Group LLC)

CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE. In case of any consolidation with or merger of the Corporation with or into another corporation, or in case of any sale, lease or conveyance to another corporation of all or substantially all the assets of the Corporation as an entirety or substantially as an entiretyCorporation, each share of the Series C B Preferred Stock shall after the date of such consolidation, merger, sale, lease or conveyance be convertible into the number of shares of stock or other securities or property (including cash) to which the Common Stock issuable (at the time of such consolidation, merger, sale, lease or conveyance) upon conversion of such share of the Series C B Preferred Stock would have been entitled upon such consolidation, merger, sale, lease or conveyance; and in any such case, if necessary, the provisions set forth herein with respect to the rights and interests thereafter of such the Holder of the shares of the Series C B Preferred Stock shall be appropriately adjusted so as to be applicable, as nearly as may reasonably be, to any shares of stock or of other securities or property thereafter deliverable on the conversion of the shares of the Series C B Preferred Stock.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Datrek Miller International, Inc.), Preferred Stock Purchase Agreement (Datrek Miller International, Inc.)

CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE. In case of any consolidation with or merger of the Corporation with or into another corporation, or in case of any sale, lease or conveyance to another corporation of the assets of the Corporation as an entirety or substantially as an entirety, each share of the Series C B Preferred Stock shall after the date of such consolidation, merger, sale, lease or conveyance be convertible into the number of shares of stock or other securities or property (including cash) to which the Common Stock issuable (at the time of such consolidation, merger, sale, lease or conveyance) upon conversion of such share of the Series C B Preferred Stock would have been entitled upon such consolidation, merger, sale, lease or conveyance; and in any such case, if necessary, the provisions set forth herein with respect to the rights and interests thereafter of such the Holder of the shares of the Series C B Preferred Stock shall be appropriately adjusted so as to be applicable, as nearly as may reasonably be, to any shares of stock or of other securities or property thereafter deliverable on the conversion of the shares of the Series C B Preferred Stock.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Tangible Asset Galleries Inc), Securities Purchase Agreement (Tangible Asset Galleries Inc)

CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE. In case of any consolidation with or merger of the Corporation corporation with or into another corporation, or in case of any sale, lease or conveyance to another corporation of the assets of the Corporation corporation as an entirety or substantially as an entirety, each share of the Series C A Preferred Stock shall after the date of such consolidation, merger, sale, lease or conveyance be convertible into the number of shares of stock or other securities or property (including cash) to which the Common Stock issuable (at the time of such consolidation, merger, sale, lease or conveyance) upon conversion Optional Conversion of such share of the Series C A Preferred Stock would have been entitled upon such consolidation, merger, sale, lease or conveyance; and in any such case, if necessary, the provisions set forth herein with respect to the rights and interests thereafter of such Holder the holders of the shares of the Series C A Preferred Stock shall be appropriately adjusted so as to be applicable, as nearly as may reasonably be, to any shares of stock or other securities or property thereafter deliverable on the conversion of the shares of the Series C A Preferred Stock.

Appears in 1 contract

Samples: Series a Non Voting 4% Cumulative Convertible Preferred Stock Exchange Agreement (Comprehensive Care Corp)

CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE. In case of any consolidation with or merger of the Corporation with or into another corporation, or in case of any sale, lease or conveyance to another corporation of the assets of the Corporation as an entirety or substantially as an entirety, each share of the Series C E Preferred Stock shall after the date of such consolidation, merger, sale, lease or conveyance be convertible into the number of shares of stock or other securities or property (including cash) to which the Common Stock issuable (at the time of such consolidation, merger, sale, lease or conveyance) upon conversion of such share of the Series C E Preferred Stock would have been entitled upon such consolidation, merger, sale, lease or conveyance; and in any such case, if necessary, the provisions set forth herein with respect to the rights and interests thereafter of such Holder the holders of the shares of the Series C E Preferred Stock stock shall be appropriately adjusted so as to be applicable, as nearly as may reasonably bebe possible, to any shares of stock or other securities or property thereafter deliverable on the conversion of the shares of the Series C E Preferred Stock.

Appears in 1 contract

Samples: Stock Purchase Agreement (Rodman & Renshaw Capital Group Inc)

CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE. In case of any consolidation with or merger of the Corporation Company with or into another corporation, or in case of any sale, lease or conveyance to another corporation of all or substantially all the assets of the Corporation as an entirety or substantially as an entiretyCompany, each share of the Series C A Preferred Stock shall after the date of such consolidation, merger, sale, lease or conveyance be convertible into the number of shares of common stock or other securities or property (including cash) to which the Common Stock issuable (at the time of such consolidation, merger, sale, lease or conveyance) upon conversion of such share of the Series C A Preferred Stock would have been entitled upon such consolidation, merger, sale, lease or conveyance; and in any such case, if necessary, the provisions set forth herein with respect to the rights and interests thereafter of such the Holder of the shares of the Series C A Preferred Stock shall be appropriately adjusted so as to be applicable, as nearly as may reasonably be, to any shares of stock or of other securities or property thereafter deliverable on the conversion of the shares of the Series C A Preferred Stock.

Appears in 1 contract

Samples: Preferred Stock Issuance Agreement (Computerized Thermal Imaging Inc)

CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE. In case of any consolidation with or merger of the Corporation Company with or into another corporation, or in case of any sale, lease or conveyance to another corporation of the assets of the Corporation Company as an entirety or substantially as an entirety, each share of the Series C Preferred Stock shall after the date of such consolidation, merger, sale, lease or conveyance be convertible into the number of shares of stock or other securities or property (including cash) to which the Common Stock issuable (at the time of such consolidation, merger, sale, lease or conveyance) upon conversion of such share of the Series C Preferred Stock would have been entitled upon such consolidation, merger, sale, lease or conveyance; and in any such case, if necessary, the provisions set forth herein with respect to the rights and interests thereafter of such Holder the holders of the shares of the Series C Preferred Stock shall be appropriately adjusted so as to be applicable, as nearly as may reasonably be, to any shares of stock or other securities or property thereafter deliverable on the conversion of the shares of the Series C Preferred Stock.

Appears in 1 contract

Samples: Securities Purchase Agreement (Stan Lee Media Inc)

CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE. In case of any consolidation with or merger of the Corporation Company with or into another corporationcorporation or entity, or in case of any sale, lease or conveyance to another corporation or entity of the assets of the Corporation Company as an entirety or substantially as an entirety, each share of the Series C I Preferred Stock shall after the date of such consolidation, merger, sale, lease or conveyance be convertible into the number of shares of stock or other securities or property (including cash) to which the Non-Voting Common Stock issuable (at immediately prior to the time of such consolidation, merger, sale, lease or conveyance) upon conversion of such share of the Series C I Preferred Stock would have been entitled upon such consolidation, merger, sale, lease or conveyance; , and in any such case, if necessary, the provisions set forth herein with respect to the rights and interests thereafter of such Holder the holders of the shares of the Series C I Preferred Stock shall be appropriately adjusted so as to be applicable, as nearly as may reasonably bebe possible, to any shares of stock or other securities or property thereafter deliverable on the conversion of the shares of the Series C I Preferred Stock.

Appears in 1 contract

Samples: Restructuring Agreement (Cypress Group LLC)

CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE. In case of any consolidation with or merger of the Corporation with or into another corporation, or in case of any sale, lease or conveyance to another corporation of all or substantially all the assets of the Corporation as an entirety or substantially as an entiretyCorporation, each share of the Series C B Preferred Stock shall after the date of such consolidation, merger, sale, lease or conveyance be convertible into into, in lieu of the number of shares of Common Stock which the Holders would otherwise have been entitled to receive, the number of shares of stock or other securities or property (including cash) to which the Common Stock issuable (at the time of such consolidation, merger, sale, lease or conveyance) upon conversion of such share of the Series C B Preferred Stock would have been entitled upon such consolidation, merger, sale, lease or conveyance; and in any such case, if necessary, the provisions set forth herein with respect to the rights and interests thereafter of such the Holder of the shares of the Series C B Preferred Stock shall be appropriately adjusted so as to be applicable, as nearly as may reasonably be, to any shares of stock or other securities or property thereafter deliverable on the conversion of the shares of the Series C B Preferred Stock.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Elandia International Inc.)

AutoNDA by SimpleDocs

CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE. In case of any consolidation with or merger of the Corporation with or into another corporationentity, or in case of any sale, lease lease, or conveyance to another corporation person of the assets of the Corporation as an entirety or substantially as an entirety, each share of the Series C A Preferred Stock shall will be convertible, after the date of such consolidation, merger, sale, lease lease, or conveyance be convertible conveyance, into the number of shares of stock or other securities or property (including cash) to which the Class A Common Stock issuable (at the time of such consolidation, merger, sale, lease lease, or conveyance) upon conversion of such a share of the Series C A Preferred Stock would have been entitled upon such consolidation, merger, sale, lease lease, or conveyance; and in any such case, if necessary, the provisions set forth herein with respect to the rights and interests thereafter of such Holder the holders of the shares of the Series C A Preferred Stock shall will be appropriately adjusted so as to be applicable, as nearly as may reasonably be, to any shares of 106 stock or other securities or property thereafter deliverable on the conversion of the shares of the Series C A Preferred Stock.

Appears in 1 contract

Samples: Merger Agreement (Dynegy Inc)

CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE. In case of any consolidation with or merger of the Corporation with or into another corporation, or in case of any sale, lease or conveyance to another corporation of all or substantially all the assets of the Corporation as an entirety or substantially as an entiretyCorporation, each share of the Series C D Preferred Stock shall after the date of such consolidation, merger, sale, lease or conveyance be convertible into the number of shares of stock or other securities or property (including cash) to which the Common Stock issuable (at the time of such consolidation, merger, sale, lease or conveyance) upon conversion of such share of the Series C D Preferred Stock would have been entitled upon such consolidation, merger, sale, lease or conveyance; and in any such case, if necessary, the provisions set forth herein with respect to the rights and interests thereafter of such the Holder of the shares of the Series C D Preferred Stock shall be appropriately adjusted so as to be applicable, as nearly as may reasonably be, to any shares of stock or of other securities or property thereafter deliverable on the conversion of the shares of the Series C D Preferred Stock.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Health Systems Solutions Inc)

CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE. In case of any consolidation with or merger of the Corporation with or into another corporation, or in case of any sale, lease or conveyance to another corporation of all or substantially all of the assets of the Corporation as an entirety or substantially as an entiretyCorporation, each share of the Series C D Preferred Stock shall after the date of such consolidation, merger, sale, lease or conveyance be convertible into the number of shares of stock or other securities or property (including cash) to which the Common Stock issuable (at the time of such consolidation, merger, sale, lease or conveyance) upon conversion of such share of the Series C D Preferred Stock would have been entitled upon such consolidation, merger, sale, lease or conveyance; and in any such case, if necessary, the provisions set forth herein with respect to the rights and interests thereafter of such the Holder of the shares of the Series C D Preferred Stock shall be appropriately adjusted so as to be applicable, as nearly as may reasonably be, to any shares of stock or of other securities or property thereafter deliverable on the conversion of the shares of the Series C D Preferred Stock.

Appears in 1 contract

Samples: Securities Purchase Agreement (Tangible Asset Galleries Inc)

CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE. In case of any consolidation with or merger of the Corporation with or into another corporation, or in case of any sale, lease or conveyance to another corporation of the assets of the Corporation as an entirety or substantially as an entirety, each share of the Series C A Preferred Stock shall after the date of such consolidation, merger, sale, lease or conveyance be convertible into the number of shares of stock or other securities or property (including cash) to which the Common Stock issuable (at the time of such consolidation, merger, sale, lease or conveyance) upon conversion of such share of the Series C A Preferred Stock would have been entitled upon such consolidation, merger, sale, lease or conveyance; and in any such case, if necessary, the provisions set forth herein with respect to the rights and interests thereafter of such Holder the holder of the shares of the Series C A Preferred Stock shall be appropriately adjusted so as to be applicable, as nearly as may reasonably be, to any shares of stock or of other securities or property thereafter deliverable on the conversion of the shares of the Series C A Preferred Stock.

Appears in 1 contract

Samples: Merger Agreement (Kushi Natural Foods Corp)

CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE. In case of any consolidation with or merger of the Corporation corporation with or into another corporation, or in case of any sale, lease or conveyance to another corporation of the assets of the Corporation as an entirety or substantially as an entirety, each share of the Series C D Preferred Stock shall after the date of such consolidation, merger, sale, lease or conveyance be convertible into the number of shares of stock or other securities or property (including cash) to which the Common Stock issuable (at the time of such consolidation, merger, sale, lease or conveyance) upon conversion of such share of the Series C D Preferred Stock would have been entitled upon such consolidation, merger, sale, lease or conveyance; and in any such case, if necessary, the provisions set forth herein with respect to the rights and interests thereafter of such Holder the holder of the shares of the Series C D Preferred Stock shall be appropriately adjusted so as to be applicable, as nearly as may reasonably be, to any shares of stock or other securities or property thereafter deliverable on the conversion of the shares of the Series C D Preferred Stock.

Appears in 1 contract

Samples: Merger Agreement (Diplomat Corp)

CONSOLIDATION, MERGER, SALE, LEASE OR CONVEYANCE. In case of any consolidation with or merger of the Corporation with or into another corporationcorporation or entity, or in case of any sale, lease or conveyance to another corporation or entity of the assets of the Corporation as an entirety or substantially as an entirety, each share of the Series C Preferred Stock shall after the date of such consolidation, merger, sale, lease or conveyance be convertible into the number of shares of stock or other securities or property (including cash) to which the shares of Common Stock issuable (at the time of such consolidation, merger, sale, lease or conveyance) upon conversion of such share of the Series C Preferred Stock would have been entitled upon such consolidation, merger, sale, lease or conveyance; and in any such case, if necessary, the provisions set forth herein with respect to the rights and interests thereafter of such Holder the holders of the shares of the Series C Preferred Stock shall be appropriately adjusted so as to be applicable, as nearly as may reasonably be, to any shares of stock or other securities or property thereafter deliverable on the conversion of the shares of the Series C Preferred Stock.

Appears in 1 contract

Samples: Debenture Purchase Agreement (Wedge Energy Services LLC)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!