Fundamental Corporate Changes Sample Clauses
The Fundamental Corporate Changes clause defines the procedures and requirements for significant alterations to a company's structure or operations, such as mergers, acquisitions, or substantial asset sales. Typically, this clause outlines the need for board or shareholder approval before such changes can take effect, and may specify notice periods or voting thresholds. Its core function is to ensure that major decisions affecting the company's direction are made transparently and with appropriate oversight, thereby protecting the interests of stakeholders and maintaining corporate stability.
Fundamental Corporate Changes. (a) Change its name, enter into or effect any merger (except any merger where the Borrower is the surviving corporation), consolidation, share exchange involving in excess of 25% of the Borrower's capital stock, or dissolve.
(b) Sell, transfer, lease or otherwise dispose of all or (except in the ordinary course of business) any material part of its assets or any significant product line or process;
(c) Have any Subsidiary, except Blonder International and Vu-Tech Communications, Inc.
Fundamental Corporate Changes. (a) Enter into or effect any merger, consolidation, share exchange, division, conversion, reclassification, recapitalization, reorganization or other transaction of like effect, or dissolve, or permit any change in the ownership of the capital stock of Collegeville or Apple Fresh;
(b) Sell, transfer, lease or otherwise dispose of all or any part of its assets or any significant product line or process (except for inventory in the ordinary course of business) in excess of $250,000, in any one fiscal year in the aggregate for the Borrowers, except that no such disposition may be made with respect to the equipment of Apple Fresh permanently fixed on the property of Collegeville;
(c) Have any Subsidiary, except that Nutrition Management may have Collegeville and Apple Fresh, and any other Subsidiary provided such Subsidiary joins in this Agreement and agrees to be bound by the terms hereof.
Fundamental Corporate Changes. Except as specifically contemplated hereby, the Company shall not have caused or permitted (i) any change to the composition of the Executive Committee of the Board, or (ii) any change to be made to the duties, rights and responsibilities of the Chairman. Rona▇▇ ▇. ▇▇▇or shall be serving as Chairman of the Company.
Fundamental Corporate Changes. (a) Change its name, enter into or effect any merger, consolidation, share exchange, division, conversion, reclassification, recapitalization, reorganization or other transaction of like effect, or dissolve; or
(b) Sell, transfer, lease or otherwise dispose of all or (except in the ordinary course of business) any material part of its assets or any significant product line or process.
Fundamental Corporate Changes. (a) Change any Borrower's name, enter into any merger, consolidation, reorganization or recapitalization, or dissolve, provided that any Borrower may merge into or consolidate with another Borrower;
Fundamental Corporate Changes. 30 7.3 Indebtedness...................................................................30 7.4 Encumbrances...................................................................31 7.5 Guaranties.....................................................................31 7.6 Sales and Lease-Backs..........................................................32 7.7
Fundamental Corporate Changes. (a) Without thirty (30) days advance notice to the Bank (and Bank consent is not required), change its name or state of incorporation, (b) enter into or effect any merger, consolidation, share exchange, division, conversion, reclassification, recapitalization, reorganization or other transaction of like effect, change its legal structure, or dissolve; provided that this Section 7.1 shall not prohibit any transaction described in 7.1(b) if such transaction is by and among the Obligors only.
Fundamental Corporate Changes. (a) Enter into any Prohibited Transaction, except as provided in Section 2.7 hereof, and except for the acquisition of all or a substantial portion of the assets or the stock of any person or consolidation of any person with or merger with the Debtor if the aggregate amount of all such transactions during the term of the Loan does not exceed Twenty-Five Million Dollars ($25,000,000) and no other default or Event of Default would be in existence after giving effect thereto;
(b) Without thirty (30) days prior written notice to Lender, change its name or the location of its chief executive office; or
(c) Form any Subsidiary other than those identified on Schedule 7.1(c).
Fundamental Corporate Changes. (a) Change its name or the name of any Subsidiary, or enter into or effect any merger, consolidation, share exchange, division, conversion, reclassification, recapitalization, reorganization, dissolution or other transaction of like effect, as to itself or any Subsidiary;
(b) Sell, transfer, lease or otherwise dispose of all or (except in the ordinary course of business) any material part of its assets or any significant product line or process, other than the sale of the Pennsylvania Property; or
(c) Have any Subsidiary, other than those Subsidiaries existing as of the date hereof.
Fundamental Corporate Changes. If Lexon changes its capital structure or mergers, consolidates, sells all or substantially all of its assets or dissolves ("Fundamental Change"), then Optionee shall be entitled to purchase that number and class of securities to which Optionee would have been entitled to purchase if immediately prior to the effective date of such Fundamental Change, Optionee had exercised this Option in full. Lexon agrees to adjust the number of Option Shares and the exercise price therefor accordingly.