Common use of Mergers, Consolidations and Acquisitions Clause in Contracts

Mergers, Consolidations and Acquisitions. Reorganized Prism ---------------------------------------- shall not (a) enter into any transaction of merger or consolidation or contemplating the sale or transfer of all or substantially all of its assets; or (c) make any material change in the nature of its business as conducted and presently proposed to be conducted; or (d) change the form of organization of its business; provided, however, that nothing herein shall prevent Reorganized Prism from selling the Film Library (subject, however, to the conditions set forth in Section 6 of the Security Agreement), or from entering into a transaction of merger where (i) Reorganized Prism is the surviving party; (ii) upon the consummation of such merger, 50% or more in interest of the stockholders of Reorganized Prism own and control 50% or more of the voting equity of the combined company; (iii) a majority of the board of directors of the combined company consist of directors of Reorganized Prism immediately prior to such merger; and (iv) the terms of the Supply Agreement will continue to apply.

Mergers, Consolidations and Acquisitions. Reorganized Prism ---------------------------------------- shall not (a) enter into any transaction of merger or consolidation or contemplating the sale or transfer of all or substantially all of its assets; or (c) make any material change in the nature of its business as conducted and presently proposed to be conducted; or (d) change the form of organization of its business; provided, however, that nothing herein shall prevent Reorganized Prism from selling the Film Library (subject, however, to the conditions set forth in Section 6 of the Security Agreement), or from entering into a transaction of merger where (i) Reorganized Prism is the surviving party; (ii) upon the consummation of such merger, 50% or more in interest of the stockholders of Reorganized Prism own and control 50% or more of the voting equity of the combined company; (iii) a majority of the board of directors of the combined company consist of directors of Reorganized Prism immediately prior to such merger; and (iv) the terms of the Supply Agreement will continue to apply.

Mergers, Consolidations and Acquisitions. Reorganized Prism shall ---------------------------------------- shall not (a) enter into any transaction of merger or consolidation or contemplating the sale or transfer of all or substantially all of its assets; or (c) make any material change in the nature of its business as conducted and presently proposed to be conducted; or (d) change the form of organization of its business; provided, however, that nothing herein shall prevent Reorganized Prism from selling the Film Library (subject, however, to the conditions set forth in Section 6 of the Security Agreement), or from entering into a transaction of merger where (i) Reorganized Prism is the surviving party; (ii) upon the consummation of such merger, 50% or more in interest of the stockholders of Reorganized Prism own and control 50% or more of the voting equity of the combined company; (iii) a majority of the board of directors of the combined company consist of directors of Reorganized Prism immediately prior to such merger; and (iv) the terms of the Supply Agreement will continue to apply.