Non-Cash Consideration. If any assets of the Corporation distributed to stockholders in connection with any liquidation, dissolution, or winding up of the Corporation are other than cash, then the value of such assets shall be their fair market value as determined by the Board of Directors in good faith, except that any securities to be distributed to stockholders in a liquidation, dissolution, or winding up of the Corporation shall be valued as follows:
Appears in 4 contracts
Samples: Investors' Rights Agreement (Gric Communications Inc), Warrant Purchase Agreement (Gric Communications Inc), Note Purchase Agreement (Macromedia Inc)
Non-Cash Consideration. If any assets of the Corporation distributed to stockholders in connection with any liquidation, dissolution, or winding up of the Corporation are other than cash, then the value of such assets shall be their fair market value as reasonably determined by the Board of Directors in good faith, except that any securities to be distributed to stockholders in a liquidation, dissolution, or winding up of the Corporation shall be valued as follows:
Appears in 3 contracts
Samples: Securities Purchase Agreement (Stellar Technologies, Inc.), Securities Purchase Agreement (Stellar Technologies, Inc.), Securities Purchase Agreement (Stellar Technologies, Inc.)
Non-Cash Consideration. If any assets of the Corporation Company distributed to stockholders shareholders in connection with any liquidation, dissolution, dissolution or winding up of the Corporation Company are other than cash, then the value of such assets shall be their fair market value as determined by the Board of Directors in good faith, except that any securities to be distributed to stockholders in a liquidation, dissolution, or winding up of the Corporation shall be valued as follows:Board
Appears in 2 contracts
Samples: License Agreement (INverso Corp), License Agreement (INverso Corp)
Non-Cash Consideration. (a) If any assets of the Corporation distributed to stockholders shareholders in connection with any liquidation, dissolution, or winding up of the Corporation are other than cashcash or securities, then the value of such assets shall be their fair market value as determined by the Board of Directors Directors, in good faith, except that any securities to be distributed to stockholders in a liquidation, dissolution, or winding up of the Corporation shall be valued as follows:.
Appears in 2 contracts
Samples: Convertible Preferred Stock Purchase Agreement, Series B Convertible Preferred Stock Purchase Agreement (Cancer Genetics, Inc)
Non-Cash Consideration. If any assets of the Corporation Company distributed to stockholders shareholders in connection with any liquidation, dissolution, dissolution or winding up of the Corporation Company are other than cash, then the value of such assets shall be their fair market value as determined by the Board of Directors in good faithBoard, except that any securities to be distributed to stockholders shareholders in a liquidation, dissolution, dissolution or winding up of the Corporation Company shall be valued as follows:
Appears in 2 contracts
Samples: Acquisition and Share Exchange Agreement (Standard Drilling, Inc.), Share Exchange Agreement (World Am, Inc.)
Non-Cash Consideration. If any assets of the Corporation Company distributed to stockholders in connection with any liquidation, dissolution, or winding up of the Corporation Company are other than cash, then the value of such assets shall be their fair market value as determined by the Board of Directors in good faithBoard, except that any securities to be distributed to stockholders in a liquidation, dissolution, or winding up of the Corporation Company shall be valued as follows:
Appears in 2 contracts
Samples: Conversion Agreement (Geospatial Corp), Preferred Stock Purchase Agreement (Geospatial Corp)
Non-Cash Consideration. If any assets of the Corporation distributed to stockholders in connection with any liquidation, dissolution, dissolution or winding up of the Corporation are in a form other than cash, then the value of such assets shall be their fair market value as determined by the Board of Directors in good faith, except that any securities to be distributed to stockholders in a liquidation, dissolution, dissolution or winding up of the Corporation shall be valued as follows:
Appears in 1 contract
Samples: Investment Agreement (RVL 1 LLC)
Non-Cash Consideration. If any assets of the Corporation Company distributed to stockholders shareholders in connection with any liquidation, dissolution, or winding up of the Corporation Company are other than cash, then the value of such assets shall be their fair market value as determined by the Board of Directors in good faithBoard, except that any securities to be distributed to stockholders shareholders in a liquidation, dissolution, or winding up of the Corporation Company shall be valued as follows:
Appears in 1 contract
Samples: Subordinated Loan and Security Agreement (Handspring Inc)
Non-Cash Consideration. If any assets of the Corporation distributed to stockholders shareholders in connection with any liquidation, dissolution, or winding up of the Corporation are other than cash, then the value of such assets shall be their fair market value as determined by the Board of Directors in good faith, except that any securities to be distributed to stockholders in a liquidation, dissolution, or winding up of the Corporation shall be valued as follows:Board.
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Non-Cash Consideration. If any assets of the Corporation distributed to stockholders shareholders in connection with any liquidation, dissolution, dissolution or winding up of the Corporation are other than cash, then the value of such assets shall be their fair market value as determined by the Board of Directors in good faith, except that any securities to be distributed to stockholders in a liquidation, dissolution, or winding up of the Corporation shall be valued as follows:Board.
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Non-Cash Consideration. If any assets of the Corporation distributed to stockholders shareholders in connection with any liquidation, dissolution, dissolution or winding up of the Corporation are other than cash, then the value of such assets shall be their fair market value as determined in good faith by the Board of Directors in good faithBoard, except that any securities to be distributed to stockholders shareholders in a liquidation, dissolution, or winding up of the Corporation shall be valued as follows:
Appears in 1 contract
Non-Cash Consideration. If any assets of the Corporation distributed to stockholders shareholders in connection with any liquidation, dissolution, or winding up of the Corporation Liquidation Event are other than cash, then the value of such assets shall be their fair market value as determined by the Board of Directors in good faith, except that any securities to be distributed to stockholders shareholders in connection with a liquidation, dissolution, or winding up of the Corporation Liquidation Event shall be valued as follows:
Appears in 1 contract
Samples: Securities Purchase Agreement (Care Concepts I Inc /Fl/)
Non-Cash Consideration. If any assets of the Corporation distributed to stockholders shareholders in connection with any liquidation, dissolution, or winding up of the Corporation are in a form other than cash, then the value of such assets shall be their fair market value as determined by the Board of Directors in good faithBoard, except that any securities to be distributed to stockholders in a liquidation, dissolution, or winding up of the Corporation shall be valued as follows:
Appears in 1 contract
Samples: Patent Mortgage and Security Agreement (Hemosense Inc)
Non-Cash Consideration. If any assets of the Corporation distributed to stockholders in connection with any liquidation, dissolution, or winding up of the Corporation Liquidation Event are other than cash, then the value of such assets shall be their fair market value as determined in good faith by the Board of Directors in good faithDirectors, except that any securities to be distributed to stockholders in a liquidation, dissolution, or winding up of the Corporation Liquidation Event shall be valued as follows:
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