Common use of MERGER, CONSOLIDATION OR DISPOSITION OF ASSETS Clause in Contracts

MERGER, CONSOLIDATION OR DISPOSITION OF ASSETS. In case the Company shall merge or consolidate into another corporation, or shall sell, transfer or otherwise dispose of all or substantially all of its property, assets or business to another corporation, then each holder of a Note shall have the right thereafter to convert such Note only into the kind and amount of shares of stock and other securities and property receivable upon or deemed to be held following such merger, consolidation, sale, transfer or other disposition of assets by a holder of a number of shares of the Common Stock of the Company into which such Note could have been converted immediately prior to such merger, consolidation, sale, transfer or other disposition of assets. In case of any such merger, consolidation, sale, transfer or other disposition of assets, the successor acquiring corporation shall expressly assume the due and punctual observance and performance of each and every covenant and condition hereof to be performed and observed by the Company and all of the obligations and liabilities hereunder, subject to such modification as shall be necessary to provide for adjustments to the Conversion Price which shall be as nearly equivalent as practicable to the adjustments provided for in this paragraph (c) of Section 2. The foregoing provisions of this paragraph (c) of Section 2 shall similarly apply to successive mergers, consolidations, sales, transfers or other dispositions of assets.

MERGER, CONSOLIDATION OR DISPOSITION OF ASSETS. In case the Company shall merge or consolidate into another corporation, or shall sell, transfer or otherwise dispose of all or substantially all of its property, assets or business to another corporation, then each holder Holder of a Note Warrant shall have the right thereafter to convert exercise such Note Warrant only into for the kind and amount of shares of stock and other securities and property receivable upon or deemed to be held following such merger, consolidation, sale, transfer or other disposition of assets by a holder of a number of shares of the Common Stock of the Company into which such Note Warrant could have been converted immediately prior to such merger, consolidation, sale, transfer or other disposition of assets. In case of any such merger, consolidation, sale, transfer or other disposition of assets, the successor acquiring corporation shall expressly assume the due and punctual observance and performance of each and every covenant and condition hereof to be performed and observed by the Company and all of the obligations and liabilities hereunder, subject to such modification as shall be necessary to provide for adjustments to the Conversion Exercise Price which shall be as nearly equivalent as practicable to the adjustments provided for in this paragraph (c) of Section 23.3. The foregoing provisions of this paragraph (c) of Section 2 3.3 shall similarly apply to successive mergers, consolidations, sales, transfers or other dispositions of assets.

MERGER, CONSOLIDATION OR DISPOSITION OF ASSETS. In case If the Company Issuer shall merge or consolidate into with another corporation, or shall sell, transfer or otherwise dispose of all or substantially all of its property, assets or business to another corporation, then each holder corporation and pursuant to the terms of a Note shall have the right thereafter to convert such Note only into the kind and amount of shares of stock and other securities and property receivable upon or deemed to be held following such merger, consolidationconsolidation or disposition of assets, salecash, transfer shares of common stock or other disposition of assets by a holder of a number of shares securities of the successor or acquiring corporation or property of any nature is to be received by or distributed to the holders of Common Stock of the Company into which such Note could Issuer, then a Stock Unit shall thereafter comprise the amount that would have been converted immediately prior to received by the holder of such a Stock Unit in such merger, consolidation, sale, transfer consolidation or other disposition of assets. In case of any such merger, consolidation, sale, transfer consolidation or other disposition of assets, the successor or acquiring corporation (and any Affiliate thereof issuing securities) shall expressly assume the due and punctual observance and performance of each and every covenant and condition hereof of this Agreement and the Warrants to be performed and observed by the Company Issuer and all of the obligations and liabilities hereunderhereunder and thereunder, subject to such modification modifications as shall may be necessary deemed appropriate (as determined by resolution of the Board) in order to provide for adjustments to the Conversion Price of Stock Units which shall be as nearly equivalent as practicable to the adjustments provided for in this paragraph (c) of Section 2Section. The foregoing provisions of this paragraph (c) of Section 2 shall similarly apply to successive mergers, consolidations, sales, transfers or other consolidations and dispositions of assets.

MERGER, CONSOLIDATION OR DISPOSITION OF ASSETS. In case the Company shall merge or consolidate into another corporation, or shall sell, transfer or otherwise dispose of all or substantially all of its property, assets or business to another corporation, then each holder of a Note share of the Preferred Stock shall have the right thereafter to convert such Note shares only into the kind and amount of shares of stock and other securities and property receivable upon or deemed to be held following such merger, consolidation, sale, transfer or other disposition of assets by a holder of a number of shares of the Common Stock of the Company into which such Note shares of Preferred Stock could have been converted immediately prior to such merger, consolidation, sale, transfer or other disposition of assets. In case of any such merger, consolidation, sale, transfer or other disposition of assets, the successor acquiring corporation shall expressly assume the due and punctual observance and performance of each and every covenant and condition hereof to be performed and observed by the Company and all of the obligations and liabilities hereunder, subject to such modification as shall be necessary to provide for adjustments to the Conversion Price which shall be as nearly equivalent as practicable to the adjustments provided for in this paragraph (c) of Section 27.3. The foregoing provisions of this paragraph (c) of Section 2 7.3 shall similarly apply to successive mergers, consolidations, sales, transfers or other dispositions of assets.