Common use of Reorganization, Mergers, Consolidations or Sales of Assets Clause in Contracts

Reorganization, Mergers, Consolidations or Sales of Assets. If at any time or from time to time there is a capital reorganization of the Ordinary Shares (other than a recapitalization, subdivision, combination, reclassification or exchange of shares as provided for elsewhere in this subsection), or a merger or consolidation of the Company with or into another corporation, or the sale of all or substantially all of the Company’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 Holder shall thereafter be entitled to receive upon exercise of this Warrant, the number of shares or other securities or property of the Company, or of the successor corporation resulting from such merger or consolidation or sale, to which a holder of Ordinary Shares deliverable upon conversion would have been entitled on such capital reorganization, merger, consolidation or sale. In any such case (except to the extent any cash or property is received in such transaction), appropriate adjustment shall be made in the application of the provisions of this subsection and the Company’s Articles of Association with respect to the rights of the Holder after the reorganization, merger, consolidation or sale to the end that the provisions of this subsection and the Company’s Articles of Association (including adjustment of the number of Ordinary Shares issuable upon exercise of this Warrant) shall be applicable after that event and be as nearly equivalent to the provisions hereof as may be practicable.

Appears in 11 contracts

Samples: Warrant (Bank Leumi Le Israel Bm), Bank Hapoalim Bm, Bank Hapoalim Bm

AutoNDA by SimpleDocs

Reorganization, Mergers, Consolidations or Sales of Assets. If at any time or from time to time during the term of this Warrant there is a capital reorganization of the Ordinary Shares (other than a recapitalization, subdivision, combination, reclassification or exchange of shares as provided for elsewhere in this subsection), Subsection) or a merger or consolidation of the Company with or into another corporation, or the sale of all or substantially all of the Company’s shares or 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 Holder shall thereafter be entitled to receive upon exercise of this Warrant, the number of shares or other securities or property of the Company, or of the successor corporation resulting from such merger or consolidation or sale, to which a holder of Ordinary Shares deliverable upon conversion would have been entitled on such capital reorganization, merger, consolidation or sale. In any such case (except to the extent any cash or property is received in such transaction), appropriate adjustment shall be made in the application of the provisions of this subsection Subsection and the Company’s Articles of Association with respect to the rights of the Holder after the reorganization, merger, consolidation or sale to the end that the provisions of this subsection Subsection and the Company’s Articles of Association (including adjustment of the number of shares of Ordinary Shares issuable upon exercise of this Warrant) shall be applicable after that event and be as nearly equivalent to the provisions hereof as may be practicable.

Appears in 9 contracts

Samples: Share Purchase Agreement (Viryanet LTD), Registration Rights Agreement (Viryanet LTD), Viryanet LTD

Reorganization, Mergers, Consolidations or Sales of Assets. If at any time or from time to time there is a capital reorganization of the Ordinary Shares (other than a recapitalization, subdivision, combination, reclassification or exchange of shares as provided for elsewhere in this subsection), Subsection) or a merger or consolidation of the Company with or into another corporation, or the sale of all or substantially all of the Company’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 Holder shall thereafter be entitled to receive upon exercise of this Warrant, the number of shares or other securities or property of the Company, or of the successor corporation resulting from such merger or consolidation or sale, to which a holder of Ordinary Shares deliverable upon conversion would have been entitled on such capital reorganization, merger, consolidation or sale. In any such case (except to the extent any cash or property is received in such transaction), appropriate adjustment shall be made in the application of the provisions of this subsection Subsection and the Company’s Articles of Association with respect to the rights of the Holder after the reorganization, merger, consolidation or sale to the end that the provisions of this subsection Subsection and the Company’s Articles of Association (including adjustment of the number of shares of Ordinary Shares issuable upon exercise of this Warrant) shall be applicable after that event and be as nearly equivalent to the provisions hereof as may be practicable.

Appears in 9 contracts

Samples: PV Nano Cell, Ltd., PV Nano Cell, Ltd., GTRIMG Investments Ltd.

Reorganization, Mergers, Consolidations or Sales of Assets. If at any time or and from time to time there is a capital reorganization of the Ordinary Shares (other than a recapitalization, subdivision, combination, reclassification or exchange of shares as provided for elsewhere in this subsection), Agreement) or a merger or consolidation of the Company with or into another corporation, or the sale of all or substantially all of the Company’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 Holder Lender shall thereafter be entitled to receive upon exercise of this Warrantupon, the number of shares or other securities or property of the Company, or of the successor corporation resulting from such merger or consolidation or sale, to which a holder of Ordinary Shares deliverable upon conversion would have been entitled on such capital reorganization, merger, consolidation or sale. In any such case (except to the extent any cash or property is received in such transaction), appropriate adjustment shall be made in the application of the provisions of this subsection Subsection and the Company’s Articles of Association with respect to the rights of the Holder Lender after the reorganization, merger, consolidation or sale to the end that the provisions of this subsection Subsection and the Company’s Articles of Association (including adjustment of the number of shares of Ordinary Shares issuable upon exercise of this Warrantinstrument hereunder) shall be applicable after that event and be as nearly equivalent to the provisions hereof as may be practicable. The Company undertakes to provide prior written notice to the Lender of any such event detailing all relevant information at least thirty (30) days prior to such event.

Appears in 4 contracts

Samples: Convertible Loan Agreement (PV Nano Cell, Ltd.), Convertible Loan Agreement (PV Nano Cell, Ltd.), Convertible Loan Agreement (GTRIMG Investments Ltd.)

Reorganization, Mergers, Consolidations or Sales of Assets. If at any time or from time to time there is a capital reorganization of the Ordinary Company’s Shares (other than a recapitalization, subdivision, combination, reclassification or exchange of shares as provided for elsewhere in this subsection), Subsection) or a merger or consolidation of the Company with or into another corporation, or the sale of all or substantially all of the Company’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 Holder shall thereafter be entitled to receive upon exercise of this Warrant, the number of shares or other securities or property of the Company, or of the successor corporation resulting from such merger or consolidation or sale, to which a holder of Ordinary Shares deliverable upon conversion would have been entitled on such capital reorganization, merger, consolidation or sale. In any such case (except to the extent any cash or property is received in such transaction), appropriate adjustment shall be made in the application of the provisions of this subsection Subsection and the Company’s Articles of Association with respect to the rights of the Holder after the reorganization, merger, consolidation or sale to the end that the provisions of this subsection Subsection and the Company’s Articles of Association (including adjustment of the number of Ordinary shares of Shares issuable upon exercise of this Warrant) shall be applicable after that event and be as nearly equivalent to the provisions hereof as may be practicable.

Appears in 2 contracts

Samples: Side Agreement (PV Nano Cell, Ltd.), Side Agreement (PV Nano Cell, Ltd.)

Reorganization, Mergers, Consolidations or Sales of Assets. If at any time or from time to time there is shall be a capital reorganization of the Ordinary Shares Common Stock (other than a recapitalizationreclassification, subdivisionexchange, combination, reclassification or exchange substitution of shares as provided for elsewhere in this subsection), Section 9(d) above) or a merger or consolidation of the Company with or into another corporation, or the sale of all or substantially all of the Company’s 's properties and assets to any other person, then, as a part of such reorganization, merger, consolidation consolidation, or sale, provision shall be made so that the Registered Holder shall thereafter be entitled to receive upon exercise of this the Class A Warrant, the number of shares of stock or other securities or property of the Company, Company or of the successor corporation resulting from such merger or consolidation reorganization, merger, consolidation, or sale, to which a holder of Ordinary Shares that number of shares of Common Stock deliverable upon conversion exercise of the Class A Warrant would have been entitled on such capital reorganization, merger, consolidation consolidation, or sale. In any such case (except to the extent any cash or property is received in such transaction)case, appropriate adjustment shall be made in the application of the provisions of this subsection and the Company’s Articles of Association Agreement with respect to the rights of the Registered Holder after the reorganization, merger, consolidation consolidation, or sale to the end that the provisions of this subsection and the Company’s Articles of Association Agreement (including adjustment of the number of Ordinary Shares shares issuable upon exercise of this the Class A Warrant) shall be applicable after that event and be as nearly equivalent to the provisions hereof as may be practicable.

Appears in 1 contract

Samples: Class a Warrant Agreement (Sportstrac Systems Inc)

Reorganization, Mergers, Consolidations or Sales of Assets. If at any time or from time to time there is a capital reorganization of the Ordinary Shares (other than a recapitalization, subdivision, combination, reclassification or exchange of shares as provided for elsewhere in this subsection), or a merger or consolidation of the Company with or into another corporation, or the sale of all or substantially all of the Company’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 Holder shall thereafter be entitled to receive upon exercise of this Warrant, the number of shares or other securities or property of the Company, or of the successor corporation resulting from such merger or consolidation or sale, to which a holder of Ordinary Shares deliverable upon conversion would have been entitled on such capital reorganization, merger, consolidation or sale. In any such case (except to the extent any cash or property is received in such transaction), appropriate adjustment shall be made in the application of the provisions of this subsection and the Company’s Articles of Association with respect to the rights of the Holder after the reorganization, merger, consolidation or sale to the end that the provisions of this subsection and the Company’s Articles of Association (including adjustment of the number of Ordinary Shares issuable upon exercise of this Warrantpurchaseable hereunder) shall be applicable after that event and be as nearly equivalent to the provisions hereof as may be practicable.

Appears in 1 contract

Samples: Bank Leumi Le Israel Bm

AutoNDA by SimpleDocs

Reorganization, Mergers, Consolidations or Sales of Assets. If (a) If, at any time or from time to time time, there is a capital reorganization of the Ordinary Shares (other than a recapitalization, subdivision, combination, reclassification or exchange of shares as provided for elsewhere in this subsection), Section 5) or a merger or consolidation of the Company Borrower with or into another corporation, or the sale of all or substantially all of the Company’s Borrower'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 Holder Bank shall thereafter be entitled to receive receive, upon exercise of this WarrantCD, the number of shares or other securities or property of the CompanyBorrower, or of the successor corporation resulting from such merger or consolidation or sale, to which a holder of Ordinary Shares deliverable upon conversion would have been entitled on such capital reorganization, merger, consolidation or sale. In any such case (except to the extent any cash or property is received in such transaction), appropriate adjustment shall be made in the application of the provisions of this subsection Section 5 and the Company’s Borrower's Articles of Association with respect to the rights of the Holder Bank after the reorganization, merger, consolidation or sale to the end that the provisions of this subsection Section 5 and the Company’s Borrower's Articles of Association (including including, without limitation, adjustment of the number of shares of Ordinary Shares issuable upon exercise of this WarrantCD) shall be applicable after that event and be as nearly equivalent to the provisions hereof as may be practicable.

Appears in 1 contract

Samples: Esim LTD

Reorganization, Mergers, Consolidations or Sales of Assets. If at any time or from time to time there is a capital reorganization of the Ordinary Shares Common Stock (other than a recapitalization, subdivision, combination, reclassification or exchange of shares as the Common Stock provided for elsewhere in this subsection), Section 2) or a merger or consolidation of the Company with or into another corporation, or the sale of all or substantially all of the Company’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 Holder shall thereafter be entitled to receive upon exercise of this WarrantWarrant (and only to the extent this Warrant is exercised), the number of shares of stock or other securities or property of the Company, or of the successor corporation resulting from such merger or consolidation or sale, to which a holder of Ordinary Shares Common Stock or other securities deliverable upon conversion the exercise of this Warrant would otherwise have been entitled on such capital reorganization, merger, consolidation or sale. In any such case (except to the extent any cash or property is received in such transaction)case, appropriate adjustment adjustments shall be made in the application of the provisions of this subsection and the Company’s Articles of Association with respect to the rights of the Holder after the reorganization, merger, consolidation or sale to the end that the provisions of this subsection and the Company’s Articles of Association Section 2 (including adjustment of the Exercise Price then in effect and number of Ordinary Shares issuable shares purchasable upon exercise of this Warrant) which shall be applicable after such events; provided, however, that event and any such adjustments shall be made so as nearly to ensure that the provisions of this Section 2 applicable after such events shall, to the extent practicable, be equivalent to the provisions hereof as may be practicableof this Section 2 applicable before such events.

Appears in 1 contract

Samples: Sigma Additive Solutions, Inc.

Reorganization, Mergers, Consolidations or Sales of Assets. If at any time or from time to time during the Exercise Period there is a capital reorganization of the Ordinary Conversion Class of Shares (other than a recapitalization, subdivision, combination, reclassification or exchange of shares as provided for elsewhere in this subsectionSubsection), or a merger or consolidation of the Company with or into another corporation, or the sale of all or substantially all of the Company’s shares or properties and assets to any other person, then, as a part of such reorganization, merger, consolidation or sale, then, as a part of such reorganization, provision shall be made so that the Holder shall thereafter be entitled to receive upon exercise of this Warrant, the number of shares or other securities or property of the Company, or of the successor corporation resulting from such merger or consolidation or sale, sale to which a holder of Ordinary the shares of the Conversion Class of Shares deliverable upon conversion would have been entitled on such capital reorganization, reorganization merger, consolidation or sale. In any such case (except to the extent any cash or property is received in such transaction), appropriate adjustment shall be made in the application of the provisions of this subsection Subsection and the Company’s Articles of Association with respect to the rights of the Holder after the reorganization, reorganization merger, consolidation or sale to the end that the provisions of this subsection Subsection and the Company’s Articles of Association (including adjustment of the number of Ordinary shares of the Conversion Class of Shares issuable upon exercise of this Warrant) shall be applicable after that event and be as nearly equivalent to the provisions hereof as may be practicable.

Appears in 1 contract

Samples: Convertible Loan Agreement (RedHill Biopharma Ltd.)

Time is Money Join Law Insider Premium to draft better contracts faster.