Common use of Corporate Changes Clause in Contracts

Corporate Changes. The Company shall not (a) amend its Articles of Incorporation or Bylaws (or equivalent documents), (b) acquire by merging or consolidating with, or agreeing to merge or consolidate with, or purchase substantially all of the stock or assets of, or otherwise acquire, any business or any corporation, partnership, association or other business organization or division thereof, (c) enter into any partnership or joint venture, (d) declare, set aside, make or pay any dividend or other distribution in respect of its capital stock or purchase or redeem, directly or indirectly, any shares of its capital stock, (e) issue or sell any shares of its capital stock of any class or any options, warrants, conversion or other rights to purchase any such shares or any securities convertible into or exchangeable for such shares, or (f) liquidate or dissolve or obligate itself to do.

Appears in 10 contracts

Samples: Merger Agreement (U S Plastic Lumber Corp), Agreement and Plan of Reorganization (U S Plastic Lumber Corp), Securities Purchase Agreement (U S Plastic Lumber Corp)

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Corporate Changes. The Company shall not (ai) amend its Articles of Incorporation or Bylaws (or equivalent documents), ; (bii) acquire by merging or consolidating with, or agreeing to merge or consolidate with, or purchase substantially all of the stock or assets of, or otherwise acquire, any business or any corporation, partnership, association or other business organization or division thereof, ; (ciii) enter into any partnership or joint venture, ; (div) declare, set aside, make or pay any dividend or other distribution in respect of its capital stock or purchase or redeem, directly or indirectly, any shares of its capital stock, ; (ev) issue or sell any shares of its capital stock of any class or any options, warrants, conversion or other rights to purchase any such shares or any securities convertible into or exchangeable for such shares, ; or (fvi) liquidate or dissolve or obligate itself to dodo so.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Fidelity National Financial Inc /De/), Agreement and Plan of Reorganization (Fidelity National Financial Inc /De/)

Corporate Changes. The Company shall not (a) amend its Articles of Incorporation or Bylaws (or equivalent documents), (b) acquire by merging or consolidating with, or agreeing to merge or consolidate with, or purchase substantially all of the stock or assets of, or otherwise acquire, any business or any corporation, partnership, association or other business organization or division thereof, (c) enter into any partnership or joint venture, venture (d) declare, set into aside, make or pay any dividend or other distribution in respect of its capital stock or purchase or redeem, directly or indirectly, indirectly any shares of its capital stock, (e) issue or sell any shares of its capital stock of any class or any options, warrants, conversion or other rights to purchase any such shares or any securities convertible into or exchangeable for such shares, or (f) liquidate or dissolve or obligate itself to do.

Appears in 1 contract

Samples: Stock Purchase Agreement (Numerex Corp /Pa/)

Corporate Changes. The Company shall not (a) amend its Articles of Incorporation Organization or Bylaws (or equivalent documents), (b) acquire by merging or consolidating with, or agreeing to merge or consolidate with, or purchase substantially all of the stock or assets of, or otherwise acquire, any business or any corporation, partnership, association or other business organization or division thereof, (c) enter into any partnership or joint venture, (d) declare, set aside, make or pay any dividend or other distribution in respect of its capital stock or purchase or redeem, directly or indirectly, any shares of its capital stock, (e) issue or sell any shares of its capital stock of any class or any options, warrants, conversion or other rights to purchase any such shares or any securities convertible into or exchangeable for such shares, or (f) liquidate or dissolve or obligate itself to do.

Appears in 1 contract

Samples: Securities Purchase Agreement (U S Plastic Lumber Corp)

Corporate Changes. The Company Such Constituent Corporation shall not (a) amend its Certificate or Articles of Incorporation or Bylaws (or equivalent documents)Bylaws, (b) acquire by merging or consolidating with, or agreeing to merge or consolidate with, or purchase substantially all of the stock or assets of, or otherwise acquire, any business or any corporation, partnership, association or other business organization or division thereof, (c) enter into any partnership or joint venture, (d) declare, set aside, make or pay any dividend or other distribution in respect of its capital stock or purchase or redeem, directly or indirectly, any shares of its capital stock, (e) issue or sell any such shares of its capital stock of any class or any options, warrants, conversion or other rights to purchase any such shares or any securities convertible into or exchangeable exchange for such shares, or (f) liquidate or dissolve or obligate itself to do.

Appears in 1 contract

Samples: Merger Agreement (Pre Cell Solutions Inc/)

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Corporate Changes. The Company shall not (ai) amend its Articles of Incorporation or Bylaws (or equivalent documents), ; (bii) acquire by merging or consolidating with, or agreeing to merge or consolidate with, or purchase substantially all any of the stock or assets of, or otherwise acquire, any business or any corporation, partnership, association or other business organization or division thereof, ; (ciii) enter into any partnership or joint venture, ; (div) declare, set aside, make or pay any dividend or other distribution in respect of its capital stock or purchase or redeem, directly or indirectly, any shares of its capital stock, ; (ev) issue or sell any shares of its capital stock of any class or any options, warrants, conversion or other rights to purchase any such shares or any securities convertible into or exchangeable for such shares, ; or (fvi) liquidate or dissolve or obligate itself to dodo so.

Appears in 1 contract

Samples: Stock Purchase Agreement (American National Financial Inc)

Corporate Changes. The Company shall not (ai) amend its Articles of Incorporation or Bylaws (or equivalent documents), ; (bii) acquire by merging or consolidating with, or agreeing to merge or consolidate with, or purchase substantially all of the stock or assets of, or otherwise acquire, any business or any corporation, partnership, association or other business organization or division thereof, ; (ciii) enter into any partnership or joint venture; (iv) except as provided in Section 7.11, (d) declare, set aside, make or pay any dividend or other distribution in respect of its capital stock or purchase or redeem, directly or indirectly, any shares of its capital stock, ; (ev) issue or sell any shares of its capital stock of any class or any options, warrants, conversion or other rights to purchase any such shares or any securities convertible into or exchangeable for such shares, ; or (fvi) liquidate or dissolve or obligate itself to dodo so.

Appears in 1 contract

Samples: Stock Purchase Agreement (Fidelity National Financial Inc /De/)

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