Merger Sale, Reclassification, etc. In case of any (i) consolidation or merger (including a merger in which the Company is the surviving entity), (ii) sale or other disposition of all or substantially all of the Company’s assets or distribution of property to shareholders (other than distributions payable out of earnings or retained earnings), or reclassification, change or conversion of the outstanding securities of the Company or of any reorganization of the Company (or any other corporation the stock or securities of which are at the time receivable upon the exercise of this Warrant) or any similar corporate reorganization on or after the date hereof, then and in each such case the holder of this Warrant, upon the exercise hereof at any time thereafter shall be entitled to receive, in lieu of the stock or other securities and property receivable upon the exercise hereof prior to such consolidation, merger, sale or other disposition, reclassification, change, conversion or reorganization, the stock or other securities or property to which such holder would have been entitled upon such consummation if such holder had exercised this Warrant immediately prior thereto, all subject to further adjustment as provided in Section 9(a), and in each such case, the terms of this Section 9 shall be applicable to the shares of stock or other securities properly receivable upon the exercise of this Warrant after such consolidation, merger, sale or other disposition, reclassification, change, conversion or reorganization.
Appears in 2 contracts
Samples: Warrant Agreement (RxBids), Warrant Agreement (RxBids)
Merger Sale, Reclassification, etc. In case of any (i) consolidation or merger (including a merger in which the Company is the surviving entity), (ii) sale or other disposition of all or substantially all of the Company’s assets or distribution of property to shareholders (other than distributions payable out of earnings or retained earnings), or reclassification, change or conversion of the outstanding securities of the Company or of any reorganization of the Company (or any other corporation the stock or securities of which are at the time receivable upon the exercise of this Warrant) or any similar corporate reorganization on or after the date hereof, then and in each such case the holder of this Warrant, upon the exercise hereof at any time thereafter shall be entitled to receive, in lieu of the stock or other securities and property receivable upon the exercise hereof prior to such consolidation, merger, sale or other disposition, reclassification, change, conversion or reorganization, the stock or other securities or property to which such holder would have been entitled upon such consummation if such holder had exercised this Warrant immediately prior thereto, all subject to further adjustment as provided in Section 9(a2(a) or 2(b), ; and in each such case, the terms of this Section 9 2 shall be applicable to the shares of stock or other securities properly receivable upon the exercise of this Warrant after such consolidation, merger, sale or other disposition, reclassification, change, conversion or reorganization.
Appears in 2 contracts
Samples: Warrant Agreement (Elephant Talk Communications Corp), Sale and Purchase Agreement (Elephant Talk Communications Inc)
Merger Sale, Reclassification, etc. In case of any (i) consolidation or combination, (ii) merger (including a merger in which the Company is the surviving entity), (iiiii) sale or other disposition of all or substantially all of the Company’s assets or assets, (iv) distribution of property to shareholders (other than distributions payable out of earnings or retained earnings), or (v) reclassification, change or conversion of the outstanding securities of the Company or of any Company, (vi) reorganization of the Company (or any other corporation the stock or securities of which are at the time receivable upon the exercise of this Warrant) or (vii) any similar corporate reorganization on or after the date hereofhereof and prior to the Expiration Time, then and in each such case the holder registered Holder of this Warrant, upon the exercise hereof at any time thereafter but prior to the Expiration Time shall be entitled to receive, in lieu of the stock or other securities and property receivable upon the exercise hereof prior to the consummation of such consolidationcombination, merger, sale or other disposition, reclassification, change, conversion or reorganization, the stock or other securities or property to which such holder Holder would have been entitled upon such consummation if such holder Holder had exercised this Warrant immediately prior thereto, all subject to further adjustment as provided in Section 9(a), and in each such case, the terms of this Section 9 shall be applicable to the shares of stock or other securities properly receivable upon the exercise of this Warrant after such consolidation, merger, sale or other disposition, reclassification, change, conversion or reorganization.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Olympus Pacific Minerals Inc), Securities Purchase Agreement (Olympus Pacific Minerals Inc)