Common use of REORGANIZATION, MERGERS, CONSOLIDATIONS AND SALES OF ASSETS Clause in Contracts

REORGANIZATION, MERGERS, CONSOLIDATIONS AND SALES OF ASSETS. If at any time or from time to time there is a capital reorganization of the Common Stock (other than a recapitalization, subdivision, combination, reclassification or exchange of shares provided for elsewhere in this Section 1.4), or a merger or consolidation of CU with or into another corporation, or the sale of all or substantially all of CU's properties and assets to any other person, then, as a part of such reorganization, merger, consolidation or sale, provision shall be made so that the holders of the Warrants shall thereafter be entitled to receive upon exercise of the Warrants the number of shares of stock or other securities or property of CU, or of the successor corporation resulting from such merger or consolidation or sale, to which a holder of Common Stock deliverable upon exercise of the Warrants would have been entitled in such capital reorganization, merger, consolidation or sale. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 1.4 and the other terms and conditions with respect to the rights of the holders of the Warrants after the reorganization, merger, consolidation or sale to the end that the provisions of this Agreement, including this Section 1.4 (including adjustment of the Warrant Price then in effect and number of shares purchasable upon exercise of the Warrants) shall be applicable after that event and be as nearly equivalent to the provisions hereof as may be practicable.

Appears in 2 contracts

Samples: Warrant Purchase Agreement (Cu Bancorp), Agreement of Merger (Home Interstate Bancorp)

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REORGANIZATION, MERGERS, CONSOLIDATIONS AND SALES OF ASSETS. If at any time or from time to time there is a capital reorganization of the Common Stock (other than a recapitalization, subdivision, combination, reclassification or exchange of shares provided for elsewhere in this Section 1.4), or a merger or consolidation of CU Home with or into another corporation, or the sale of all or substantially all of CUHome's properties and assets to any other person, then, as a part of such reorganization, merger, consolidation or sale, provision shall be made so that the holders of the Warrants shall thereafter be entitled to receive upon exercise of the Warrants the number of shares of stock or other securities or property of CUHome, or of the successor corporation resulting from such merger or consolidation or sale, to which a holder of Common Stock deliverable upon exercise of the Warrants would have been entitled in such capital reorganization, merger, consolidation or sale. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 1.4 and the other terms and conditions with respect to the rights of the holders of the Warrants after the reorganization, merger, consolidation or sale to the end that the provisions of this Agreement, including this Section 1.4 (including adjustment of the Warrant Price then in effect and number of shares purchasable upon exercise of the Warrants) shall be applicable after that event and be as nearly equivalent to the provisions hereof as may be practicable.

Appears in 2 contracts

Samples: Warrant Purchase Agreement (Cu Bancorp), Agreement of Merger (Home Interstate Bancorp)

REORGANIZATION, MERGERS, CONSOLIDATIONS AND SALES OF ASSETS. If at any time or from time to time there is a capital reorganization of the shares of Common Stock (other than a recapitalization, subdivision, combination, reclassification or exchange of shares provided for elsewhere in this Section 1.4), or a merger or consolidation of CU Humboldt with or into another corporation, or the sale of all or substantially all of CUHumboldt's properties and assets to any other person, then, as a part of such reorganization, merger, consolidation or sale, provision shall be made so that the holders of the Warrants Options shall thereafter be entitled to receive upon exercise of the Warrants Options the number of shares of stock or other securities or property of CUHumboldt, or of the successor corporation resulting from such merger or consolidation or sale, to which a holder of Common Stock deliverable upon exercise of the Warrants Options would have been entitled in such capital reorganization, merger, consolidation or sale. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 1.4 and the other terms and conditions with respect to the rights of the holders of the Warrants Options after the reorganization, merger, consolidation or sale to the end that the provisions of this Agreement, including this Section 1.4 (including adjustment of the Warrant Option Price then in effect and number of shares purchasable upon exercise of the WarrantsOptions) shall be applicable after that event and be as nearly equivalent to the provisions hereof as may be practicable.

Appears in 1 contract

Samples: Humboldt Bancorp Stock Option Agreement (Humboldt Bancorp)

REORGANIZATION, MERGERS, CONSOLIDATIONS AND SALES OF ASSETS. If at any time or from time to time there is a capital reorganization of the shares of Common Stock (other than a recapitalization, subdivision, combination, reclassification or exchange of shares provided for elsewhere in this Section 1.4), or a merger or consolidation of CU Tehama with or into another corporation, or the sale of all or substantially all of CUTehama's properties and assets to any other person, then, as a part of such reorganization, merger, consolidation or sale, provision shall be made so that the holders of the Warrants Options shall thereafter be entitled to receive upon exercise of the Warrants Options the number of shares of stock or other securities or property of CUTehama, or of the successor corporation resulting from such merger or consolidation or sale, to which a holder of Common Stock deliverable upon exercise of the Warrants Options would have been entitled in such capital reorganization, merger, consolidation or sale. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 1.4 and the other terms and conditions with respect to the rights of the holders of the Warrants Options after the reorganization, merger, consolidation or sale to the end that the provisions of this Agreement, including this Section 1.4 (including adjustment of the Warrant Option Price then in effect and number of shares purchasable upon exercise of the WarrantsOptions) shall be applicable after that event and be as nearly equivalent to the provisions hereof as may be practicable.

Appears in 1 contract

Samples: Tehama Bancorp Stock Option Agreement (Humboldt Bancorp)

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REORGANIZATION, MERGERS, CONSOLIDATIONS AND SALES OF ASSETS. If at any time or from time to time there is a capital reorganization of the Common Stock (other than a recapitalization, subdivision, combination, reclassification or exchange of shares provided for elsewhere in this Section 1.4), or a merger or consolidation of CU BOH with or into another corporation, or the sale of all or substantially all of CUBOH's properties and assets to any other person, then, as a part of such reorganization, merger, consolidation or sale, provision shall be made so that the holders of the Warrants shall thereafter be entitled to receive upon exercise of the Warrants the number of shares of stock or other securities or property of CUBOH, or of the successor corporation resulting from such merger or consolidation or sale, to which a holder of Common Stock deliverable upon exercise of the Warrants would have been entitled in such capital reorganization, merger, consolidation or sale. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 1.4 and the other terms and conditions with respect to the rights of the holders of the Warrants after the reorganization, merger, consolidation or sale to the end that the provisions of this Agreement, including this Section 1.4 (including adjustment of the Warrant Price then in effect and number of shares purchasable upon exercise of the Warrants) shall be applicable after that event and be as nearly equivalent to the provisions hereof as may be practicable.

Appears in 1 contract

Samples: Warrant Purchase Agreement (Pacific Community Banking Group)

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