Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 12, the merger or consolidation of the Corporation with or into any other corporation or other entity, or the sale, lease or exchange (for cash, securities or other property) of all or substantially all of the assets of the Corporation, shall not constitute a liquidation, dissolution or winding up of the Corporation.
Appears in 4 contracts
Samples: Stock Purchase Agreement, Agreement and Plan of Merger (Amsurg Corp), Agreement and Plan of Merger (Envision Healthcare Holdings, Inc.)
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 126, neither a consolidation, amalgamation, merger, arrangement or reconstruction involving the merger or consolidation of the Corporation with or into any other corporation or other entity, Company or the sale, lease sale or exchange (for cash, securities or other property) transfer of all or substantially all of the assets shares of capital stock or the property or business of the Corporation, Company shall not be deemed to constitute a liquidation, dissolution or winding winding-up of the CorporationCompany.
Appears in 2 contracts
Samples: Deposit Agreement (Aspen Insurance Holdings LTD), Deposit Agreement (Aspen Insurance Holdings LTD)
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 1211, the merger or consolidation of the Corporation with or into any other corporation or other entity, including a merger or consolidation in which the Holders of shares of Series C Preferred Stock receive cash, securities or other property for their shares, or the sale, lease lease, or exchange (for cash, securities or other property) or pledge of all or substantially all of the assets of the Corporation, shall not constitute a liquidation, dissolution or winding up of the Corporation.
Appears in 1 contract
Samples: Investment Agreement (Seacoast Banking Corp of Florida)
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 1211, the merger or consolidation of the Corporation with or into any other corporation or other entity, including a merger or consolidation in which the Holders of shares of Series B Preferred Stock receive cash, securities or other property for their shares, or the sale, lease lease, or exchange (for cash, securities or other property) or pledge of all or substantially all of the assets of the Corporation, shall not constitute a liquidation, dissolution or winding up of the Corporation.
Appears in 1 contract
Samples: Investment Agreement (Seacoast Banking Corp of Florida)
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 12IX, the merger or consolidation of the Corporation with or into any other corporation or other entity, including a merger or consolidation in which the Holders receive cash, securities or other property for their shares of Series A Preferred Stock, or the sale, lease or exchange (for cash, securities or other property) of all or substantially all of the assets of the Corporation, shall not constitute a liquidation, dissolution or winding up of the affairs of the Corporation.
Appears in 1 contract
Samples: Securities Purchase Agreement (SKYX Platforms Corp.)
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 1210, the merger or consolidation of the Corporation with or into any other corporation or other entity, including a merger or consolidation in which the Holders of shares of Series B Preferred Stock receive cash, securities or other property for their shares, or the sale, lease lease, or exchange (for cash, securities or other property) or pledge of all or substantially all of the assets of the Corporation, shall not constitute a liquidation, dissolution or winding up of the Corporation.
Appears in 1 contract
Samples: Securities Purchase Agreement (Blue Ridge Bankshares, Inc.)
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 125.03, the merger or consolidation of the Corporation or Topco with or into any other corporation or other entity, or the sale, lease or exchange (for cash, securities or other property) of all or substantially all of the assets of the CorporationCorporation or Topco, shall not constitute a liquidation, dissolution or winding up of the Corporation.
Appears in 1 contract
Samples: Purchase and Exchange Agreement
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 12IX, the merger or consolidation of the Corporation with or into any other corporation or other entity, including a merger or consolidation in which the Holders receive cash, securities or other property for their shares of Series A-1 Preferred Stock, or the sale, lease or exchange (for cash, securities or other property) of all or substantially all of the assets of the Corporation, shall not constitute a liquidation, dissolution or winding up of the affairs of the Corporation.
Appears in 1 contract
Samples: Securities Purchase Agreement (SKYX Platforms Corp.)
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 1210, the merger or consolidation of the Corporation with or into any other corporation or other entity, including a merger or consolidation in which the Holders of shares of Series C Preferred Stock receive cash, securities or other property for their shares, or the sale, lease lease, or exchange (for cash, securities or other property) or pledge of all or substantially all of the assets of the Corporation, shall not constitute a liquidation, dissolution or winding up of the Corporation.
Appears in 1 contract
Samples: Securities Purchase Agreement (Blue Ridge Bankshares, Inc.)
