Common use of Liquidation Clause in Contracts

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 1359 contracts

Samples: Indemnification Agreement (Roman DBDR Acquisition Corp. II), Indemnification & Liability (Mountain Lake Acquisition Corp.), Indemnification & Liability (Plum Acquisition Corp, IV)

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Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such stockholder approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 1017 contracts

Samples: Indemnification Agreement (Clarus Corp), Indemnification Agreement (Channel Therapeutics Corp), Indemnification Agreement (Apimeds Pharmaceuticals US, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 906 contracts

Samples: Indemnity Agreement (CO2 Energy Transition Corp.), Indemnification Agreement (ServiceTitan, Inc.), Indemnification Agreement (Primo Brands Corp)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 532 contracts

Samples: Indemnity Agreement (Baird Medical Investment Holdings LTD), Indemnification Agreement (180 Life Sciences Corp.), Indemnity Agreement (Six Flags Entertainment Corporation/New)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such shareholder approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 111 contracts

Samples: Indemnification Agreement (Tavia Acquisition Corp.), Indemnification & Liability (FACT II Acquisition Corp.), Indemnity Agreement (Range Capital Acquisition Corp.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or.

Appears in 109 contracts

Samples: Indemnification Agreement (Infinity Natural Resources, Inc.), Indemnification Agreement (Hornbeck Offshore Services Inc /La), Indemnification Agreement (Calumet, Inc. /DE)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement for the sale, lease, exchange or other transfer by the Company, in one or a series of agreements for the sale or disposition by the Company related transactions, of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 93 contracts

Samples: Indemnification Agreement (MeridianLink, Inc.), Indemnification Agreement (Septerna, Inc.), Indemnification Agreement (Septerna, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s 's assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 84 contracts

Samples: Indemnification Agreement (Agilon Health, Inc.), Indemnification Agreement (Agilon Health, Inc.), Indemnification Agreement (Clean Energy Fuels Corp.)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, sale or disposition in one transaction or a series of related transactions); or

Appears in 83 contracts

Samples: Indemnification Agreement (Andretti Acquisition Corp.), Indemnity Agreement (Andretti Acquisition Corp.), Indemnification Agreement (Andretti Acquisition Corp.)

Liquidation. The approval by the shareholders of the Company Company’s stockholders of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, sale or disposition in one transaction or a series of related transactions); or.

Appears in 64 contracts

Samples: Indemnification Agreement (Getaround, Inc), Indemnification Agreement (Brag House Holdings, Inc.), Indemnification Agreement (BiomX Inc.)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 49 contracts

Samples: Deed of Indemnification and Advancement (Heramba Electric PLC), Indemnification & Liability (Above Food Ingredients Inc.), Indemnification Agreement (Linkhome Holdings Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 47 contracts

Samples: Indemnification Agreement (Sushi Ginza Onodera, Inc.), Indemnification Agreement (HeartCore Enterprises, Inc.), Indemnification Agreement (Sustainable Green Team, Ltd.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such stockholder approval is not required, the decision by the Board to proceed with such a liquidation, sale, sale or disposition in one transaction or a series of related transactions); or

Appears in 44 contracts

Samples: Indemnity Agreement (Heartland Media Acquisition Corp.), Indemnity Agreement (Heartland Media Acquisition Corp.), Indemnity Agreement (Heartland Media Acquisition Corp.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due assets (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 40 contracts

Samples: Indemnification Agreement (Farmer Brothers Co), Indemnification Agreement (Farmer Brothers Co), Indemnification Agreement (Farmer Brothers Co)

Liquidation. The approval by the shareholders Company’s board of the Company directors of a complete liquidation or the dissolution of the Company or an agreement or series of agreements for the sale sale, lease or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 25 contracts

Samples: Indemnification Agreement (Sprinklr, Inc.), Indemnification Agreement (NKGen Biotech, Inc.), Indemnification Agreement (TriSalus Life Sciences, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 24 contracts

Samples: Indemnification Agreement (Pricesmart Inc), Indemnification Agreement (Evoke Pharma Inc), Indemnification Agreement (Puma Biotechnology, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s 's assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 21 contracts

Samples: Annual Report, Indemnification Agreement (Accpac International Inc), Indemnity Agreement (Carriage Services Inc)

Liquidation. The approval by the shareholders stockholders of the Company Corporation of a complete liquidation of the Company Corporation or an agreement or series of agreements for the sale or disposition by the Company Corporation of all or substantially all of the CompanyCorporation’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 21 contracts

Samples: Indemnification Agreement (OptiNose, Inc.), Indemnification Agreement (OptiNose, Inc.), Indemnification Agreement (OptiNose, Inc.)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s 's assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 19 contracts

Samples: Indemnification Agreement (Intersil Corp/De), Management Agreement (Rudolph Technologies Inc), Employment Agreement (Intersil Corp/De)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s 's assets, other than factoring the Company’s 's current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 19 contracts

Samples: Indemnity Agreement (Tegal Corp /De/), Employment Agreement (Standard Microsystems Corp), Indemnity Agreement (Jazz Semiconductor Inc)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or.

Appears in 18 contracts

Samples: Observer Agreement (Cipher Mining Inc.), Observer Agreement (Bitfury Top HoldCo B.V.), Indemnification Agreement (Fifth Wall Acquisition Corp. I)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); oror (v)

Appears in 17 contracts

Samples: Indemnification Agreement (ARYA Sciences Acquisition Corp V), Indemnification & Liability (LDH Growth Corp I), Indemnification Agreement (LDH Growth Corp I)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the a decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 15 contracts

Samples: Indemnification Agreement (Social Capital Suvretta Holdings Corp. I), Indemnification Agreement (Social Capital Suvretta Holdings Corp. II), Indemnification Agreement (Social Capital Suvretta Holdings Corp. IV)

Liquidation. The approval Approval by the shareholders stockholders of the Company of a complete liquidation or dissolution of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if no such approval is not required, the decision by the Board to proceed with consummation of such a liquidation, sale, liquidation or disposition in one transaction or a series of related transactionsdissolution); or.

Appears in 15 contracts

Samples: Stockholders Agreement (Fresh Market Holdings, Inc.), Stockholders Agreement (Fresh Market Holdings, Inc.), Employment Agreement (Gulfmark Offshore Inc)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such shareholder approval is not required, the decision by the Board to proceed with such a liquidation, sale, sale or disposition in one transaction or a series of related transactions); or

Appears in 12 contracts

Samples: Indemnification Agreement (Newbury Street II Acquisition Corp), Indemnification Agreement (Newbury Street II Acquisition Corp), Indemnification Agreement (Churchill Capital Corp IX/Cayman)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation or dissolution of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 12 contracts

Samples: Indemnification Agreement (Job Aire Group Inc.), Indemnification Agreement (Job Aire Group Inc.), Indemnification Agreement (Job Aire Group Inc.)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or.

Appears in 11 contracts

Samples: Indemnification Agreement (Hamilton Insurance Group, Ltd.), Indemnification Agreement (Fidelis Insurance Holdings LTD), Indemnification Agreement (South Plains Financial, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s 's assets, other than factoring the Company’s 's current receivables or escrows due (or, if such stockholder approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 10 contracts

Samples: Indemnification Agreement (Parabellum Acquisition Corp.), Indemnity Agreement (Parabellum Acquisition Corp.), Indemnification Agreement (Parabellum Acquisition Corp.)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such shareholder approval is not required, the decision by the Board to proceed with such a liquidation, sale, sale or disposition in one transaction or a series of related transactions); or.

Appears in 10 contracts

Samples: Indemnification Agreement (Tristar Acquisition I Corp.), Indemnification Agreement (Tristar Acquisition I Corp.), Indemnification Agreement (Tristar Acquisition I Corp.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation or dissolution of the Company or an agreement or series of related agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such stockholder approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 10 contracts

Samples: Indemnification Agreement (Acropolis Infrastructure Acquisition Corp.), Indemnification Agreement (Acropolis Infrastructure Acquisition Corp.), Indemnification Agreement (Acropolis Infrastructure Acquisition Corp.)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); transactions); or

Appears in 9 contracts

Samples: Indemnity Agreement (Black Spade Acquisition II Co), Indemnification Agreement (Black Spade Acquisition II Co), Indemnity Agreement (Black Spade Acquisition II Co)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board of Directors to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or.

Appears in 8 contracts

Samples: Director Indemnification Agreement (Ceridian HCM Holding Inc.), Director Indemnification Agreement (NCS Multistage Holdings, Inc.), Indemnification Agreement (PJT Partners Inc.)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such shareholder approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one (1) transaction or a series of related transactions); or

Appears in 7 contracts

Samples: Indemnity Agreement (dMY Squared Technology Group, Inc.), Indemnity Agreement (dMY Squared Technology Group, Inc.), Indemnity Agreement (dMY Squared Technology Group, Inc.)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 7 contracts

Samples: Director and Officer Indemnification Agreement (Critical Metals Corp.), Indemnification Agreement (GP Investments Acquisition Corp.), Indemnification Agreement (GP Investments Acquisition Corp.)

Liquidation. The approval by the shareholders of the Company Corporation of a complete liquidation of the Company Corporation or an agreement or series of agreements for the sale or disposition by the Company Corporation of all or substantially all of the CompanyCorporation’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or.

Appears in 7 contracts

Samples: Employment Agreement (Hi Tech Pharmacal Co Inc), Employment Agreement (Hi Tech Pharmacal Co Inc), Employment Agreement (Hi Tech Pharmacal Co Inc)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision including by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions)license; orand

Appears in 7 contracts

Samples: Indemnification Agreement (EyePoint Pharmaceuticals, Inc.), Indemnification Agreement (EyePoint Pharmaceuticals, Inc.), Indemnification Agreement (EyePoint Pharmaceuticals, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); transactions); or

Appears in 7 contracts

Samples: Indemnity Agreement (Unifund Financial Technologies, Inc.), Indemnification Agreement (VMG Consumer Acquisition Corp.), Indemnification Agreement (VMG Consumer Acquisition Corp.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due assets (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions“Liquidation Transaction”); orand

Appears in 6 contracts

Samples: Indemnification Agreement (Nlight, Inc.), Indemnification Agreement (Apptio Inc), Indemnification Agreement (Impinj Inc)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s 's assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 6 contracts

Samples: Indemnification Agreement (Stamford Industrial Group, Inc.), Indemnification Agreement (Clarus Corp), Indemnification Agreement (Armor Holdings Inc)

Liquidation. The approval by the shareholders of the Company Company’s stockholders of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 6 contracts

Samples: Indemnification Agreement (BioAtla, Inc.), Indemnification Agreement (Vaxcyte, Inc.), Indemnification Agreement (Personalis, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or.

Appears in 6 contracts

Samples: Indemnification Agreement (Bio-Path Holdings Inc), General Release of Claims (Zogenix, Inc.), General Release of Claims (Zogenix, Inc.)

Liquidation. The Either (1) the approval by the shareholders Board of Directors of the Company of a complete liquidation or dissolution of the Company or an agreement (2) a sale, lease, transfer or series of agreements for the sale or other disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 6 contracts

Samples: Indemnification Agreement (Dutch Bros Inc.), Indemnity Agreement (C3.ai, Inc.), Indemnification Agreement (DigitalOcean Holdings, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation or dissolution of the Company Company, or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due assets (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 5 contracts

Samples: Indemnification Agreement (Ener-Core Inc.), Indemnification Agreement (Amphastar Pharmaceuticals, Inc.), Indemnification Agreement (Amphastar Pharmaceuticals, Inc.)

Liquidation. The approval by the shareholders of the Company Company’s stockholders of a complete liquidation or the dissolution of the Company or an agreement or series of agreements for the sale sale, lease or disposition by the Company of (in one transaction or a series of transactions) all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 5 contracts

Samples: Indemnification Agreement (Alumis Inc.), Indemnification Agreement (Carmot Therapeutics Inc.), Indemnification Agreement (Immunome Inc.)

Liquidation. The approval by the shareholders of the Company of a complete liquidation or the dissolution of the Company or an agreement or series of agreements for the sale sale, lease or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 5 contracts

Samples: Indemnification Agreement (Fastly, Inc.), Indemnification Agreement (PhaseBio Pharmaceuticals Inc), Indemnification Agreement (Tenable Holdings, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company ----------- of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s 's assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 4 contracts

Samples: Employment Agreement (Dialysis Corp of America), Employment Agreement (Dialysis Corp of America), Employment Agreement (Dialysis Corp of America)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (assets or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 4 contracts

Samples: Indemnification Agreement (ProPetro Holding Corp.), Indemnification Agreement (ProPetro Holding Corp.), Indemnification Agreement (ProPetro Holding Corp.)

Liquidation. The approval by the shareholders of the Company Company’s stockholders of a complete liquidation or the dissolution of the Company or an agreement or series of agreements for the sale sale, lease or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 4 contracts

Samples: Indemnification Agreement (Rubrik, Inc.), Indemnification Agreement (Maplebear Inc.), Indemnification Agreement (Unity Software Inc.)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one (1) transaction or a series of related transactions); or

Appears in 4 contracts

Samples: Indemnity Agreement (Bullpen Parlay Acquisition Co), Indemnity Agreement (Bullpen Parlay Acquisition Co), Indemnity Agreement (Bullpen Parlay Acquisition Co)

Liquidation. The approval by the shareholders stockholders of the Company approve a plan of a complete liquidation or dissolution of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or.

Appears in 4 contracts

Samples: Indemnification Agreement (Appfolio Inc), Indemnification Agreement (Biolife Solutions Inc), Indemnification Agreement (Tandem Diabetes Care Inc)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation the dissolution of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 4 contracts

Samples: Indemnification Agreement (AtlasClear Holdings, Inc.), Indemnification Agreement (Chavant Capital Acquisition Corp.), Indemnification Agreement (New Beginnings Acquisition Corp.)

Liquidation. The approval by the shareholders stockholders of the Company Corporation of a complete liquidation of the Company Corporation, or an agreement or series of agreements for the sale or disposition by the Company Corporation of all or substantially all of the CompanyCorporation’s assets, other than factoring the CompanyCorporation’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, sale or disposition in one transaction or a series of related transactions); or

Appears in 4 contracts

Samples: Indemnification Agreement (Resolute Forest Products Inc.), Indemnification Agreement (Resolute Forest Products Inc.), Indemnification Agreement (AbitibiBowater Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all dissolution of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 4 contracts

Samples: Indemnification Agreement (Schiff Nutrition International, Inc.), Indemnification Agreement (Schiff Nutrition International, Inc.), Indemnification Agreement (Weider Nutrition International Inc)

Liquidation. The approval by the shareholders stockholders of the Company Corporation of a complete liquidation of the Company Corporation or an agreement or series of agreements for the sale or disposition by the Company Corporation of all or substantially all of the CompanyCorporation’s assets, other than factoring the CompanyCorporation’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 4 contracts

Samples: Indemnity Agreement (Alpha Healthcare Acquisition Corp Iii), Indemnity Agreement (Amicus Therapeutics, Inc.), Indemnity Agreement (Acxiom Corp)

Liquidation. The approval by the shareholders of the Company Company's stockholders of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s 's assets, other than factoring the Company’s 's current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, sale or disposition in one transaction or a series of related transactions); or.

Appears in 4 contracts

Samples: Indemnification Agreement (Sezzle Inc.), Indemnification Agreement (Unico American Corp), Independent Contractor Agreement (Elite Data Services, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation or the dissolution of the Company or an agreement or series of agreements for the sale sale, lease or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 4 contracts

Samples: Indemnification Agreement (Freshworks Inc.), Indemnification Agreement (Pulmonx Corp), Indemnification Agreement (Zoom Video Communications, Inc.)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or the Company enters into an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 4 contracts

Samples: Indemnification Agreement (FBS Global LTD), Independent Director Agreement (Fitness Champs Holdings LTD), Indemnification Agreement (FBS Global LTD)

Liquidation. The approval by the shareholders of the Company of a complete liquidation and winding-up of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 4 contracts

Samples: Indemnification Agreement (Intercont (Cayman) LTD), Indemnification Agreement (Creative Global Technology Holdings LTD), Indemnification & Liability (Dermavant Sciences LTD)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 4 contracts

Samples: Indemnification Agreement (Trans World Corp), Indemnification Agreement (Photomedex Inc), Indemnification Agreement (Photomedex Inc)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 3 contracts

Samples: Indemnification Agreement (Transwitch Corp /De), Indemnification Agreement (Transwitch Corp /De), Indemnification Agreement (Hologic Inc)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board board of directors of the Company to proceed with such a liquidation, sale, sale or disposition in one transaction or a series of related transactions); or.

Appears in 3 contracts

Samples: Indemnification Agreement (Roundy's, Inc.), Indemnification Agreement (Roundy's, Inc.), Indemnification Agreement (GSE Holding, Inc.)

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Liquidation. The approval by the shareholders stockholders of the Company of (A) a complete liquidation of the Company or (B) an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 3 contracts

Samples: Indemnification Agreement (NetApp, Inc.), Indemnification Agreement (NetApp, Inc.), Indemnification Agreement (NetApp, Inc.)

Liquidation. The Any approval by the shareholders of the Company of a plan of complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring assets of the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or;

Appears in 3 contracts

Samples: Employment Agreement (Remec Inc), Employment Agreement (Remec Inc), Employment Agreement (Remec Inc)

Liquidation. The approval by the shareholders of the Company Corporation of a complete liquidation of the Company Corporation or an agreement or series of agreements for the sale or disposition by the Company Corporation of all or substantially all of the CompanyCorporation’s assets, other than factoring the CompanyCorporation’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, sale or disposition in one transaction or a series of related transactions); or

Appears in 3 contracts

Samples: Severance Agreement (Mentor Graphics Corp), Severance Agreement (Mentor Graphics Corp), Severance Agreement (Mentor Graphics Corp)

Liquidation. The approval by the shareholders of the Company Corporation of a complete liquidation of the Company Corporation or an agreement or series of agreements for the sale or disposition by the Company Corporation of all or substantially all of the CompanyCorporation’s assets, other than factoring the CompanyCorporation’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 3 contracts

Samples: Investment Agreement (KORE Group Holdings, Inc.), Indemnification Agreement (ARYA Sciences Acquisition Corp IV), Indemnification Agreement (KORE Group Holdings, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation or dissolution of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 3 contracts

Samples: Indemnification Agreement (BrightSphere Investment Group Inc.), Employment Agreement (Hostess Brands, Inc.), Indemnification Agreement (Hostess Brands, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company Corporation of a complete liquidation of the Company Corporation or an agreement or series of agreements for the sale or disposition by the Company Corporation of all or substantially all of the Company’s Corporation's assets, other than factoring the Company’s Corporation's current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 3 contracts

Samples: Indemnity Agreement (Acxiom Corp), Officer Indemnification Agreement (SCOLR Pharma, Inc.), Director Indemnification Agreement (SCOLR Pharma, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s 's assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or.

Appears in 3 contracts

Samples: Indemnification Agreement (TSR Inc), Indemnification Agreement (TSR Inc), Indemnification Agreement (TSR Inc)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company Company, or an agreement agreement, or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such stockholder approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 3 contracts

Samples: Indemnification Agreement (Enviva Inc.), Indemnification Agreement (REV Renewables, Inc.), Indemnification Agreement (Enviva Inc.)

Liquidation. The approval by the shareholders of the Company of a complete voluntary liquidation of the Company or an agreement for the sale, lease, exchange or other transfer by the Company, in one or a series of agreements for the sale or disposition by the Company related transactions, of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 3 contracts

Samples: Indemnification Agreement (Roadzen Inc.), Indemnification Agreement (EUDA Health Holdings LTD), Indemnification Agreement (EUDA Health Holdings LTD)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or the Company enters into an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 3 contracts

Samples: Indemnification Agreement (OneConstruction Group LTD), Director Indemnification Agreement (BloomZ Inc.), Director Indemnification Agreement (Zerospo)

Liquidation. The approval by the shareholders [shareholders][stockholders] of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 2 contracts

Samples: Indemnification Agreement (Lbi Media Holdings Inc), Indemnification Agreement (Lbi Media Holdings Inc)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand v.

Appears in 2 contracts

Samples: Indemnification Agreement (Volato Group, Inc.), Indemnification & Liability (Bird Global, Inc.)

Liquidation. The approval by the shareholders of the Company Corporation of (a) a complete plan or proposal for the liquidation or dissolution of the Company Corporation or an agreement or series of agreements for (b) the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, lease, exchange or disposition other transfer (in one transaction or a series of related transactions)) by the Corporation of all or substantially all of the Corporation’s assets; or

Appears in 2 contracts

Samples: Letter Agreement (Mentor Graphics Corp), Severance Agreement (Mentor Graphics Corp)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale sale, lease, transfer or other disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (orin each case, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 2 contracts

Samples: Indemnification Agreement (Lifelock, Inc.), Indemnification Agreement (Cornerstone OnDemand Inc)

Liquidation. The approval by the shareholders of the Company Company’s stockholders of a complete liquidation or the dissolution of the Company or an agreement or series of agreements for the sale sale, lease or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 2 contracts

Samples: Indemnification Agreement (Tempus AI, Inc.), Indemnification Agreement (iLearningEngines, Inc.)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s 's assets, other than factoring the Company’s 's current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); oror (e)

Appears in 2 contracts

Samples: Indemnity Agreement (Waldencast Acquisition Corp.), Indemnity Agreement (Waldencast Acquisition Corp.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, 's assets (other than factoring the Company’s 's current receivables or escrows due due), (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 2 contracts

Samples: Indemnification & Liability (Webmd Corp /New/), Indemnity Agreement (Spectranetics Corp)

Liquidation. The Any approval by the shareholders of the Company of a plan of complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all (that is, not less than 95% of the net book value) of the assets of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or;

Appears in 2 contracts

Samples: Change of Control Agreement (Remec Inc), Change of Control Agreement (Remec Inc)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s 's assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or.

Appears in 2 contracts

Samples: Indemnification Agreement (BOISE CASCADE Co), Indemnification Agreement (Express, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand ​

Appears in 2 contracts

Samples: Indemnification Agreement (Ecolab Inc.), Indemnification Agreement (GLAUKOS Corp)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due assets (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions“Liquidation Transaction”); or

Appears in 2 contracts

Samples: Indemnification Agreement, Indemnification Agreement (Juno Therapeutics, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement for the sale, lease, exchange or other transfer by the Company, in one or a series of agreements for the sale or disposition by the Company related transactions, of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due ; and (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactionsv); or

Appears in 2 contracts

Samples: Transition and Retirement Agreement (Faro Technologies Inc), Indemnification Agreement (Zendesk, Inc.)

Liquidation. The approval by the shareholders of the Company of a complete liquidation or dissolution of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such shareholder approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 2 contracts

Samples: Indemnification Agreement (PepperLime Health Acquisition Corp), Indemnification Agreement (PepperLime Health Acquisition Corp)

Liquidation. The approval by the shareholders of the Company Company’s members of a complete liquidation or dissolution of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board of Directors to proceed with such a liquidation, sale, sale or disposition in one transaction or a series of related transactions); or.

Appears in 2 contracts

Samples: Indemnification Agreement (Capri Listco), Indemnification Agreement (Capri Listco)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 2 contracts

Samples: Indemnification Agreement (AeroVironment Inc), Indemnification Agreement (Furmanite Corp)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due assets (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 2 contracts

Samples: Indemnification Agreement (Lowes Companies Inc), Indemnification Agreement (Lowes Companies Inc)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation liquidation, bankruptcy, dissolution or wind-down of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand/or

Appears in 2 contracts

Samples: Indemnification Agreement (Fresh Tracks Therapeutics, Inc.), Indemnification Agreement (Brickell Biotech, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such stockholder approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or,

Appears in 2 contracts

Samples: Indemnification Agreement (Western Acquisition Ventures Corp.), Indemnification Agreement (Western Acquisition Ventures Corp.)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or.

Appears in 2 contracts

Samples: Indemnification Agreement (Vertical Aerospace Ltd.), Indemnification Agreement (Zoned Properties, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series services of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 2 contracts

Samples: Indemnification Agreement (BioHorizons, Inc.), Indemnification Agreement (Alphatec Holdings, Inc.)

Liquidation. The approval by the Company’s shareholders of, or the making by a court of the Company of an order for, a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or.

Appears in 2 contracts

Samples: Indemnification Agreement, Indemnification Agreement (VimpelCom Ltd.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or.

Appears in 2 contracts

Samples: Change of Control Agreement (Transwitch Corp /De), Employment Agreement (Transwitch Corp /De)

Liquidation. The approval by the shareholders share holders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 2 contracts

Samples: Indemnification & Liability (Health Sciences Acquisitions Corp 2), Indemnification Agreement (Health Sciences Acquisitions Corp 2)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation dissolution of the Company or an agreement or series of agreements for the sale sale, lease, exchange, transfer or other disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (orin each case, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); orand

Appears in 2 contracts

Samples: Indemnification Agreement, Indemnification Agreement (Lifelock, Inc.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (assets or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions; and (v); or

Appears in 1 contract

Samples: Indemnification Agreement

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); oror ​

Appears in 1 contract

Samples: Indemnity Agreement (ITHAX Acquisition Corp.)

Liquidation. The approval by the shareholders stockholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other US-DOCS\127251117.3 than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); transactions); or

Appears in 1 contract

Samples: Indemnity Agreement (VMG Consumer Acquisition Corp.)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); oror (e)

Appears in 1 contract

Samples: Indemnification Agreement (Waldencast Acquisition Corp.)

Liquidation. The approval by the shareholders of the Company of a complete liquidation of the Company or the entry by the Company into an agreement or series of agreements for the sale or disposition by the Company of all or substantially all of the Company’s assets, other than factoring the Company’s current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed with such a liquidation, sale, or disposition in one transaction or a series of related transactions); or

Appears in 1 contract

Samples: Indemnification Agreement (Intelsat Global Holdings S.A.)

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