Conversion and Cancellation Sample Clauses

Conversion and Cancellation. The Company’s existing class of preferred units is hereby converted, on a one-for-one basis, into Preferred Units and the existing class of preferred units is, upon such conversion, cancelled.
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Conversion and Cancellation of Shares in the Merger ---------------------------------------------------
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Conversion and Cancellation. On the Effective Date: a. Membership interests in the Discontinuing Entity shall, by operation of law and by virtue of the Merger and without any action on the part of any person or entity, be cancelled, without conversion, and no new shares of the Surviving Corporation shall be issued with respect thereto. b. Each share of the common stock of Talon Automotive Group, Inc., a Michigan corporation, issued and outstanding on the Effective Date shall remain outstanding without any change or alteration in the ownership, voting powers or other rights as set forth in the Articles of Incorporation of Talon Automotive Group, Inc.
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Conversion and Cancellation. OF SHARES IN THE BKFC MERGER AND THE BANK MERGER
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Conversion and Cancellation. By virtue of the Merger and without any action on the part of Parent, the Merger Sub, Company, the Company Equityholders or any other Person: (i) Each issued and outstanding share of common stock of Merger Sub shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.001 per share, of the Surviving Company; (ii) Any shares of (A) Company Common Stock or Company Preferred Stock that are owned by the Company as treasury stock and (B) Company Common Stock or Company Preferred Stock that are owned by Parent or Merger Sub (the shares described in the foregoing clauses (A) and (B) collectively being referred to herein as “Excluded Shares”), shall be automatically canceled and shall cease to exist and no consideration shall be delivered in exchange therefor; and (iii) All shares of Company Common Stock and Company Preferred Stock issued and outstanding immediately prior to the Effective Time (other than Dissenting Shares and Excluded Shares) shall be converted into the right to receive, subject to Section 3.2(f), (x) at or following Closing, a portion of the Closing Merger Consideration and (y) following the Closing, a portion of the Additional Merger Consideration (if any), in each case, determined in accordance with the Consideration Schedule.
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Related to Conversion and Cancellation

  • Termination and Cancellation 9. 1. Licences will expire after the period shown in Clause 3 (above). 9. 2. Licensee reserves the right to terminate the Licence in the event that payment is not received in full or if there has been a breach of this agreement by you. Appendix 1 — Acknowledgements: Reprinted by permission from [the Licensor]: [Journal Publisher (e.g. Nature/Springer/Palgrave)] [JOURNAL NAME] [REFERENCE CITATION (Article name, Author(s) Name), [COPYRIGHT] (year of publication) For Advance Online Publication papers: Reprinted by permission from [the Licensor]: [Journal Publisher (e.g. Nature/Springer/Palgrave)] [JOURNAL NAME] [REFERENCE CITATION (Article name, Author(s) Name), [COPYRIGHT] (year of publication), advance online publication, day month year (doi: 10.1038/sj.[JOURNAL ACRONYM].)

  • Suspension and Cancellation Section 5.01. The following is specified as an additional event for suspension of the right of the Recipient to make withdrawals from the Grant Account for the purposes of Section 8.01(k) of the Grant Regulations or cancellation of the Grant pursuant to Section 8.02 of the Grant Regulations: the Recipient shall have failed to perform any of its obligations under the ADB Grant Agreement.

  • TERM AND CANCELLATION 22.1 Notwithstanding the date of signature hereof, the Commencement Date of this Agreement is ………… and the duration shall be for a three [3] year period, expiring on , unless: a) this Agreement is terminated by either Party in accordance with the provisions incorporated herein or in any schedules or annexures appended hereto, or otherwise in accordance with law or equity; or b) this Agreement is extended at Transnet’s option for a further period to be agreed by the Parties. 22.2 Notwithstanding clause 23 [Breach and Consequence of Termination], either Party may cancel this Agreement without cause by giving 30 [thirty] calendar days prior written notice thereof to the other Party, provided that in such instance, this Agreement will nevertheless be applicable in respect of all Purchase Orders which have been placed prior to the date of such cancellation.

  • Prepayment and Cancellation 29 10. Interest........................................................ 31 11. Terms........................................................... 33 12.

  • No Cancellation No Required Insurance policy may be canceled by either Party during the required insured period under this Agreement, except after thirty days’ prior written notice to the City by certified mail, return receipt requested. Prior to the effective date of any such cancellation Consultant must procure and put into effect equivalent coverage(s).

  • Automatic cancellation The Commitment of each Lender will be automatically cancelled at the close of business on the last day of the Availability Period.

  • Debt Cancellation Borrower shall not cancel or otherwise forgive or release any claim or debt (other than termination of Leases in accordance herewith) owed to Borrower by any Person, except for adequate consideration and in the ordinary course of Borrower’s business.

  • Amendment and Cancellation We may amend or change the terms and conditions of this Agreement at any time. You will be notified of any change in the manner provided by applicable law prior to the effective date of the change. However, if the change is made for security purposes, we can implement such change without prior notice. We may cancel or suspend your Card or this Agreement at any time. You may cancel this Agreement by returning the Card to us. Your termination of this Agreement will not affect any of our rights or your obligations arising under this Agreement prior to termination. In the event that your Card Account is cancelled, closed, or terminated for any reason, you may request the unused balance to be returned to you via a check to the mailing address we have in our records. There may be a fee for this service. Subject to applicable law, the Issuer reserves the right to refuse to return any unused balance amount less than $1.00.

  • Reservation and Cancellation Procedure A. Unless otherwise set forth, Attendees will make their own reservations for sleeping rooms. B. When an Attendee guarantees a sleeping room reservation by credit card, the Contractor shall not xxxx the Attendee’s card until after check-out, except in the event of cancellation or no-show, as further addressed below. C. When an Attendee makes a deposit on a sleeping room reservation, the Contractor shall (i) make a full refund of the deposit to that Attendee, if the Attendee cancels the reservation at least twenty-four (24) hours in advance of the 3:00 p.m. check- in time for the date the Attendee was scheduled to arrive (“Reservation Period”);

  • Contract Cancellation DCF may cancel this Contract after providing the Contractor with thirty (30) calendar days written notice of the Contractor’s right to cure a failure of the Contractor to perform under the terms of this Contract. The following are examples of contractor failure that would warrant cancellation: • Breaches or defaults an obligation under the Contract as follows: • Fails to follow the sales and use tax certification requirements of s. 77.66 of the Wisconsin Statutes; • Incurs a delinquent Wisconsin tax liability; • Fails to submit a non-discrimination or affirmative action plan as required here in; • Fails to follow the non-discrimination or affirmative action requirements of subch. II, Chapter 111 of the Wisconsin Statutes (Wisconsin’s Fair Employment Law); • Becomes a Federally debarred Contractor; • Is excluded from Federal procurement and non-procurement contracts; • Fails to maintain and keep in force all required insurance, permits and licenses as provided in this Contract; • Fails to maintain the confidentiality of DCF’s information that is considered to be Confidential Information, proprietary, or containing Personally Identifiable Information; • Contractor violates other state laws; or • Contractor performance threatens the health or safety of a State employee or State customer. The Contractor may cancel this Contract after providing DCF one hundred and twenty (120) calendar days’ notice of the State’s right to cure a failure of the State to perform under the terms of this Contract. Upon cancellation of this Contract for any reason, or upon Contract expiration, each party shall be released from all obligations to the other party arising after the date of cancellation or expiration, except for those that by their terms survive such cancellation or expiration.

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