Effect of Merger or Acquisition. If Licensee acquires, is acquired by, or merges with a business entity which also is a licensee of the Services, and if the License terminates before the license of the other business entity terminates, then the Term will extend until the end of the term of the other license, and the fee payable under the extended Term will increase, on a pro rata basis, by five percent (5%) over the then-applicable Fee.
Effect of Merger or Acquisition. In the event that during the term of this Agreement, the Corporation is acquired by or merged into another corporation with the result that shareholders of the Corporation at the time of such merger or acquisition receive shares of stock in the acquiring corporation or surviving corporation, as the case may be, in exchange for their stock in the Corporation, Contractor will exchange all his shares in the Corporation on the same basis as such other shareholders. Additionally, subsequent to such merger or acquisition, in lieu of receiving stock of the Corporation to which Contractor may be entitled pursuant to Paragraph 6.2.2 above, Contractor shall receive shares in the acquiring or surviving entity, as the case may be, in an amount that reflects the exchange rate provided for in such merger or acquisition. By way of example, assume there is an acquisition of the Corporation prior to any earn out of shares pursuant to said Paragraph 6.2.2 and that pursuant to such acquisition, shareholders of the Corporation receive two shares of the acquiring corporation in exchange for every one share they own in the Corporation. Under this circumstance, Contractor would be entitled to 20,000 shares of the acquiring corporation for every Cdn $100,000 of Net Receipts (up to a maximum of 880,000 shares)
Effect of Merger or Acquisition. In the event that either Party is acquired by or merges with another entity, the Covenant-not-to-Xxx and Licenses in this Agreement shall only cover the products of the Party that were in existence prior to the acquisition or merger, or any subsequent versions of those products that are natural extensions of the original product and shall not include any components from any such entity that was involved with such merger or acquisition. The Covenant-not-to-Xxx and Licenses shall not apply to any products, services, or functionality obtained as a result of such acquisition or merger. Should Callidus be the surviving company or exercise management or voting control over an acquisition of a company with annual revenues of up to $50 million, the products and services of such acquired entity shall become subject to this Agreement and will have any of the rights and licenses (and be subject to any of the covenants) set forth in this Agreement. Should Callidus be the surviving company or exercise management or voting control over an acquisition of a company with annual revenues of $50 million or more, the products and services of such acquired entity (the “Significant Acquired Assets”) shall not be subject to this Agreement nor will it have any of the rights or licenses (or be subject to any of the covenants) set forth in this Agreement. Notwithstanding the foregoing, Callidus shall have the right to elect to include the Significant Acquired Assets under this Agreement (the “Opt In Election”). The Opt In Election shall be exercised by Callidus providing written notice to Versata promptly upon any such acquisition of Significant Acquired Assets. The Parties agree that the Opt In Election would represent a significant expansion in the reseller relationship. Therefore, immediately upon such Opt In Election, Callidus shall make a one-time, royalty payment in the amount described below: Acquired Entity Annual Revenue Royalty: $50-70 million $3 million $70-100 million $5 million Upon such Opt In Election and payment of the Royalty, the Significant Acquired Assets shall become subject to this Agreement and will have any of the rights and licenses (and be subject to any of the covenants) set forth in this Agreement.
Effect of Merger or Acquisition a. In the event the Qualified Public Depository is merged into, acquired by, or consolidated with a bank or savings institution that is not a qualified public depository, the resulting institution shall become a qualified public depository, and the contingent liability of the Qualified Public Depository shall be a liability of the resulting institution, provided the Qualified Public Depository is not in default. Within thirty (30) calendar days after the effective date of the merger, acquisition or consolidation, the resulting institution shall execute in its own name and deliver to the Treasurer a contingent liability agreement containing the language set forth in Section 12 hereof. If the resulting institution chooses not to remain a qualified public depository, it shall comply with the procedures for withdrawal from the Pool as provided in Section 14(a) and (c) of this Agreement.
Effect of Merger or Acquisition. In the event Freshworks goes through a business transition, such as a merger or acquisition by another company, or sale of all or a portion of its assets, Customer’s Account, Collected Data and Service Data will likely be among the assets transferred. A prominent notice will be displayed on our Websites to intimate you of any such change in ownership or control and Customers will be notified via an e-mail from xxxxxxx@xxxxxxxxxx.xxx.
Effect of Merger or Acquisition. In the event of a sale by the Company of all or substantially all of its assets or a merger or consolidation of the Company with or into another corporation or entity, and in the case of successive such sales, mergers and consolidations, thereafter the Debentures then outstanding shall be convertible into the number and kind of securities of the acquiring or surviving corporation (or such other entity whose securities are delivered in exchange for the Common Stock of the Company) to which the holders of the Debentures would have been entitled if such holders had converted their Debentures into Common Stock or the common stock of any successor to the Company upon the consummation of such sale, merger or consolidation; and the Debentures shall thereafter be subject to adjustment in the manner and to the extent set forth herein.
Effect of Merger or Acquisition. Unless this warrant is exercised prior to or simultaneously therewith, if the Company shall at any time merge or otherwise combine with or into or by acquired by another corporation, the holder of this Warrant will thereafter receive, upon the exercise of this Warrant in accordance with its terms, the securities or properties to which the holder of the number of shares of Common Stock then deliverable upon exercise of this Warrant would have been entitled upon such transaction.
Effect of Merger or Acquisition. Licensee shall notify Nuventive if Licensee, during the license Term or subscription Term for any Software Product, merges with, is acquired by, or acquires another entity (each of the foregoing, collectively, a “Transaction”), which changes the number of Users or scope of use of any Software Product. Nuventive may adjust Licensee’s Fees set forth in any Order Form applicable to any Software Product license or subscription, or to Support and Maintenance, retroactive to the date of the Transaction, if Licensee is subject to a Transaction. Any such adjustment will be consistent with Fees charged by Nuventive to other Nuventive licensees with a similar number of Users or scope of use.
