Plan of Recapitalization Sample Clauses

Plan of Recapitalization. The number of Purchaser Shares, timing of issuance, and all other aspects of the issuance of Purchaser Shares to each Seller in consideration of the sale, assignment, transfer, and delivery of all Interests and General Partner Shares to Purchaser shall be according to the terms and conditions specified in the Plan of Recapitalization, which is incorporated herein by reference and made a part hereof. Purchaser shall deposit 10% of the Purchaser Shares to which the Sellers are entitled in escrow in the Purchase Price Calculation Account as defined in Section 9(A)(iii) of the Plan of Recapitalization, which Purchaser Shares shall be distributed in accordance with the remainder of Section 9 of the Plan of Recapitalization. Purchaser shall deposit an additional 10% of the total number of Purchaser Shares to which each Seller is entitled under the Plan of Recapitalization in escrow in the Indemnity Account as defined in Section 9(A)(iii) of the Plan of Recapitalization. To the extent any Indemnity Shares are not subject to an indemnification claim against a Seller under Section 14.2 within six months after the Closing, Purchaser shall instruct the Escrow Agent to release such Indemnity Shares to the Sellers entitled to them in accordance with the Plan of Recapitalization. Purchaser shall instruct the Escrow Agent to release any Indemnity Shares that are subject to such an indemnification claim to the relevant Seller to the extent Purchaser and such Seller or a court of competent jurisdiction finally resolves such claim in favor of such Seller without the possibility of appeal. Purchaser shall deposit an additional number of Purchaser Shares equal to the number of Collar Shares specified in Section 9(C)(vi)(a) of the Plan of Recapitalization in escrow in the Collar Account as defined in Section 9(A)(iii) of the Plan of Recapitalization, which Purchaser Shares shall be distributed in accordance with the remainder of Section 9 of the Plan of Recapitalization.
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Plan of Recapitalization. The number of Purchaser Shares, timing of issuance, and all other aspects of the issuance of Purchaser Shares to Seller in consideration of the sale of the Vessel to Purchaser shall be according to the terms and conditions specified in the Plan of Recapitalization, which is incorporated herein by reference. Upon the closing of the purchase of the Vessel, IPO-Co shall instruct the Escrow Agent to deliver a certificate evidencing the shares allocated to Seller in respect of the Vessel under Section 9(A)(i) of the Plan of Recapitalization to Seller; provided that 10% of such shares shall be placed in Seller's sub-account of the Purchase Price Calculation Account (as defined in the Plan of Recapitalization) to be distributed in accordance with the Plan of Recapitalization.
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Plan of Recapitalization. All actions required to effectuate the Plan of Recapitalization shall have been completed, including, without limitation, the receipt of any requisite stockholder approval and the filing and effectiveness of the Certificate of Merger. Section 5.1.18
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Plan of Recapitalization. PLAN OF RECAPITALIZATION of Lason, Inc., a Delaware corporation (the "Corporation").
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Plan of Recapitalization. Plan of Recapitalization" shall mean the plan of recapitalization to be adopted by the Company and filed with the Secretary of State of Maine on or before the Effective Date.
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Plan of Recapitalization. The term “Plan of Recapitalization” shall mean the Agreement and Plan of Merger and Recapitalization by and between the Company and NuVox Communications of Texas, Inc. dated as of July 9, 2002 pursuant to which, among other things, each outstanding share of common stock of the Company will be converted into the right to receive 1/100 share of common stock of the Company and each outstanding share of preferred stock will be converted into the right to receive shares of common stock, based on the existing conversion ratios of such shares of preferred stock and taking into account the 1-for-100 merger conversion ratio applicable to the common stock.
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Plan of Recapitalization. If Parent effectuates a plan of recapitalization it shall, as a part of such recapitalization, file a Certificate of Designation (the "Certificate of Designation") for its Series D Preferred Stock (the "Parent Series D Preferred Stock"), which Certificate of Designation shall be substantially in the form of Exhibit 6.15 hereto and thereafter the Parent Series A Preferred Stock shall be exchanged for shares of the Parent Series D Preferred Stock.
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Plan of Recapitalization 
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Related to Plan of Recapitalization

  • Recapitalization, etc In the event that any capital stock or other securities are issued in respect of, in exchange for, or in substitution of, any Shares by reason of any reorganization, recapitalization, reclassification, merger, consolidation, spin-off, partial or complete liquidation, stock dividend, split-up, sale of assets, distribution to stockholders or combination of the Shares or any other change in capital structure of the Issuer, appropriate adjustments shall be made with respect to the relevant provisions of this Agreement so as to fairly and equitably preserve, as far as practicable, the original rights and obligations of the parties hereto under this Agreement.

  • Recapitalization, Exchanges, Etc The provisions of this Agreement shall apply, to the full extent set forth herein with respect to the Registrable Securities, to any and all shares of equity capital of the Company or any successor or assign of the Company (whether by merger, consolidation, sale of assets or otherwise) which may be issued in respect of, in exchange for, or in substitution of the Registrable Securities, in each case as the amounts of such securities outstanding are appropriately adjusted for any equity dividends, splits, reverse splits, combinations, recapitalization and the like occurring after the date of this Agreement.

  • Mergers, Recapitalizations, Stock Splits, Etc Pursuant and subject to Section 12 of the Plan, certain changes in the number or character of the Common Stock of the Company (through sale, merger, consolidation, exchange, reorganization, divestiture (including a spin-off), liquidation, recapitalization, stock split, stock dividend or otherwise) shall result in an adjustment, reduction or enlargement, as appropriate, in Participant’s rights with respect to any unexercised portion of the Option (i.e., Participant shall have such “anti-dilution” rights under the Option with respect to such events, but shall not have “preemptive” rights).

  • Recapitalization/Reorganization (a) Any new, substituted or additional securities or other property which is by reason of any Recapitalization distributed with respect to the Purchased Shares shall be immediately subject to the First Refusal Right, but only to the extent the Purchased Shares are at the time covered by such right.

  • Recapitalization Any new, substituted or additional securities or other property (including cash paid other than as a regular cash dividend) which is by reason of any Recapitalization distributed with respect to the Purchased Shares shall be immediately subject to the Repurchase Right and any escrow requirements hereunder, but only to the extent the Purchased Shares are at the time covered by such right or escrow requirements. Appropriate adjustments to reflect such distribution shall be made to the number and/or class of Purchased Shares subject to this Agreement and to the price per share to be paid upon the exercise of the Repurchase Right in order to reflect the effect of any such Recapitalization upon the Corporation's capital structure; provided, however, that the aggregate purchase price shall remain the same.

  • Adjustment for Recapitalization If the Company shall at any time after the date hereof subdivide its outstanding shares of Common Stock by recapitalization, reclassification or split-up thereof, or if the Company shall declare a stock dividend or distribute shares of Common Stock to its shareholders, the number of shares of Common Stock subject to this Warrant immediately prior to such subdivision shall be proportionately increased, and if the Company shall at any time after the date hereof combine the outstanding shares of Common Stock by recapitalization, reclassification or combination thereof, the number of shares of Common Stock subject to this Warrant immediately prior to such combination shall be proportionately decreased.

  • Recapitalizations, etc The provisions of this Agreement shall apply, to the full extent set forth herein with respect to the Stock or the Options, to any and all shares of capital stock of the Company or any capital stock, partnership units or any other security evidencing ownership interests in any successor or assign of the Company (whether by merger, consolidation, sale of assets or otherwise) which may be issued in respect of, in exchange for, or substitution of the Stock or the Options by reason of any stock dividend, split, reverse split, combination, recapitalization, liquidation, reclassification, merger, consolidation or otherwise.

  • Stock Split All references to numbers of shares in this Agreement shall be appropriately adjusted to reflect any stock dividend, split, combination or other recapitalization affecting the Capital Stock occurring after the date of this Agreement.

  • Recapitalization, Reorganization, Reclassification, Consolidation, Merger or Sale (i) In case the Issuer at any time prior to the Expiration Date shall do any of the following (each, a “Triggering Event”): (A) consolidate with or merge into any other Person and the Issuer shall not be the continuing or surviving corporation of such consolidation or merger, or (B) permit any other Person to consolidate with or merge into the Issuer and the Issuer shall be the continuing or surviving Person but, in connection with such consolidation or merger, any Capital Stock of the Issuer shall be changed into or exchanged for Securities of any other Person or cash or any other property, or (C) transfer, sell or otherwise dispose all or substantially all of its properties or assets to any other Person, then, and in the case of each such Triggering Event, proper provision shall be made so that, upon the basis and the terms and in the manner provided in this Warrant, the Holder of this Warrant shall be entitled, upon the exercise hereof at any time after the consummation of such Triggering Event, to the extent this Warrant is not exercised prior to such Triggering Event, to receive, and shall accept, at the Warrant Price in effect at the time immediately prior to the consummation of such Triggering Event in lieu of the shares of Common Stock issuable upon such exercise of this Warrant prior to such Triggering Event, the Securities, cash and property to which such Holder would have been entitled upon the consummation of such Triggering Event if such Holder had exercised the rights represented by this Warrant immediately prior thereto, subject to adjustments and increases (subsequent to such corporate action) as nearly equivalent as possible to the adjustments provided for in this Section 4.

  • Recapitalization or Reorganization In the event of a recapitalization or reorganization of the Company (other than a transaction described in subparagraph B above) pursuant to which securities of the Company or of another corporation are issued with respect to the outstanding shares of Common Stock, an Optionee upon exercising an Option shall be entitled to receive for the purchase price paid upon such exercise, the securities he would have received if he had exercised his Option immediately prior to such recapitalization or reorganization.

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