Common use of Reorganization, Reclassification, Merger, Consolidation or Disposition of Assets Clause in Contracts

Reorganization, Reclassification, Merger, Consolidation or Disposition of Assets. In case the Company shall reorganize its capital, reclassify its capital stock, consolidate or merge with or into another corporation (where the Company is not the surviving corporation or where there is a change in or distribution with respect to the Common Stock of the Company), or sell, transfer or otherwise dispose of all or substantially all its property, assets or business to another corporation and, pursuant to the terms of such reorganization, reclassification, merger, consolidation or disposition of assets, shares of common stock of the successor or acquiring corporation, or any cash, shares of stock or other securities or property of any nature whatsoever (including warrants or other subscription or purchase rights) in addition to or in lieu of common stock of the successor or acquiring corporation ("Other Property"), are to be received by or distributed to the holders of Common Stock of the Company, then Holder shall have the right thereafter to receive, upon exercise of the Warrant, the number of shares of common stock of the successor or acquiring corporation or of the Company, if it is the surviving corporation, and Other

Appears in 1 contract

Samples: Ibiz Technology Corp

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Reorganization, Reclassification, Merger, Consolidation or Disposition of Assets. (a) In case the Company shall reorganize its capital, reclassify its capital stock, consolidate or merge with or into another corporation (where the Company is not the surviving corporation or where there is a change in or distribution with respect to the Common Stock of the Company), or sell, transfer or otherwise dispose of all or substantially all of its property, assets or business to another corporation and, and pursuant to the terms of such reorganization, reclassification, merger, consolidation or disposition of assets, (i) shares of common capital stock of the successor or acquiring corporation or of the Company (if it is the surviving corporation, ) or (ii) any cash, shares of stock or other securities or property of any nature whatsoever (including warrants Options or other subscription or purchase rights) in addition to or in lieu of common capital stock of the successor or acquiring corporation ("Other Property"), ”) are to be received by or distributed to the holders of Common Stock quotaholders of the CompanyCompany who are holders immediately prior to such transaction, then the Holder shall have the right thereafter to receivereceive from Sellers, upon exercise of the Warrantthis Option, the number of shares of common capital stock or quota of the successor or acquiring corporation or of the Company, if it is the surviving corporation, and OtherOther Property receivable upon or as a result of such reorganization, reclassification, merger, consolidation or disposition of assets by a holder of the percentage of the share capital or quota of the Company for which this Option is exercisable immediately prior to such event.

Appears in 1 contract

Samples: Letter of Agreement (Cimatron LTD)

Reorganization, Reclassification, Merger, Consolidation or Disposition of Assets. In case the Company event the Issuer shall reorganize its capital, reclassify its capital stock, consolidate or merge with or and into another corporation or entity (where the Company Issuer is not the surviving corporation or where there is a change in or distribution with respect to the Common Stock of the CompanyIssuer), or sell, transfer or otherwise dispose of all or substantially all its property, assets or business to another corporation or entity and, pursuant to the terms of such reorganization, reclassification, merger, consolidation or disposition of assets, shares of common stock of the successor or acquiring corporationcorporation or entity, or any cash, shares of stock or other securities or property of any nature whatsoever (including warrants or other subscription or purchase rights) in addition to or in lieu of common stock of the successor or acquiring corporation or entity ("Other Property"), are to be received by or distributed to the holders of Common Stock of the CompanyIssuer, then Holder the Issuer shall, as a condition precedent to such transaction, cause effective provisions to be made so that the Convertible Lender shall have the right thereafter to receive, upon exercise of the Warrantits conversion rights, solely the number of shares of "common stock of the successor or acquiring corporation corporation" or of the CompanyIssuer, if it is the surviving corporation, and Otherand

Appears in 1 contract

Samples: Equity Conversion Agreement (Brigham Exploration Co)

Reorganization, Reclassification, Merger, Consolidation or Disposition of Assets. In case the Company shall reorganize its capital, reclassify its capital stock, consolidate or merge with or into another corporation (where the Company is not the surviving corporation or where there is a change in or distribution with respect to the Common Stock of the Company), or sell, transfer or otherwise dispose of all or substantially all its property, assets or business to another corporation and, pursuant to the terms of such reorganization, reclassification, merger, consolidation or disposition of assets, shares of common stock of the successor or acquiring corporation, or any cash, shares of stock or other securities or property of any nature whatsoever (including warrants or other subscription or purchase rights) in addition to or in lieu of common stock of the successor or acquiring corporation ("Other Property"), are to be received by or distributed to the holders of Common Stock of the Company, then Holder shall have the right thereafter to receive, upon exercise of the Warrant, the number of shares of common stock of the successor or acquiring corporation or of the Company, if it is the surviving corporation, and OtherOther Property receivable upon or as a result of such reorganization, reclassification, merger, consolidation or disposition of assets by a holder of the number of shares of Common Stock for which this Warrant is exercisable immediately prior to such event. In case of any such reorganization, reclassification, merger, consolidation or disposition of assets, the successor or acquiring corporation (if other than the

Appears in 1 contract

Samples: Ibiz Technology Corp

Reorganization, Reclassification, Merger, Consolidation or Disposition of Assets. In case the Company shall reorganize its capital, reclassify its capital stock, consolidate or merge with or into another corporation (where the Company is not the surviving corporation or where there is a change in or distribution with respect to the Common Stock of the Company), or sell, transfer or otherwise dispose of all or substantially all its property, assets or business to another corporation and, pursuant to the terms of such reorganization, reclassification, merger, consolidation or disposition of assets, shares of common stock of the successor or acquiring corporation, or any cash, shares of stock or other securities or property of any nature whatsoever (including warrants or other subscription or purchase rights) in addition to or in lieu of common stock of the successor or acquiring corporation ("Other Property"), are to be received by or distributed to the holders of Common Stock of the Company, then each Holder shall have the right thereafter to receive, upon exercise of the such Warrant, the number of shares of common stock of the successor or acquiring corporation or of the Company, if it is the surviving corporation, and OtherOther Property receivable upon or as a result of such reorganization, reclassification, merger, consolidation or disposition of assets by a holder of the number of shares of Common Stock for which this Warrant is exercisable

Appears in 1 contract

Samples: Firearms Training Systems Inc

Reorganization, Reclassification, Merger, Consolidation or Disposition of Assets. In case the Company DCEL shall reorganize its capital, reclassify its capital stock, merge or consolidate or merge with or into another corporation (where the Company DCEL is not the surviving corporation or where there is a change in or distribution with respect to the Class A Common Stock of the CompanyDCEL), enter into a statutory share exchange or sell, transfer or otherwise dispose of all or substantially all its property, assets or business to another corporation and, pursuant to the terms of such reorganization, reclassification, merger, consolidation consolidation, exchange or disposition of assets, shares of common stock of the successor or acquiring corporation, or any cash, shares of stock or other securities or property of any nature whatsoever (including warrants options or other subscription or purchase rights) in addition to or in lieu of common stock of the successor or acquiring corporation ("Other Property"), are to be received by or distributed to the holders of Class A Common Stock of the CompanyStock, then Holder shall have the right thereafter to receive, upon exercise of the WarrantOption and in lieu of shares of Class A Common Stock, the number of shares of common stock of the successor or acquiring corporation of DCEL (if any), and Other Property receivable, upon or as a result of such reorganization, reclassification, merger, consolidation or disposition of assets, by a holder of the Companynumber of shares of Class A Common Stock for which the Option is exercisable immediately prior to such event. The foregoing provisions of this Section 6.4 shall similarly apply to successive reorganizations, if it is the surviving corporationreclassifications, and Othermergers, consolidations or dispositions of assets.

Appears in 1 contract

Samples: Option Agreement (Bank of America Corp /De/)

Reorganization, Reclassification, Merger, Consolidation or Disposition of Assets. (a) In case the Company shall reorganize its capital, capital or reclassify its capital stockstock (in each case, other than pursuant to a transaction to which Section 3.1 is applicable), consolidate or merge with or into another corporation Person (where the Company is not the surviving corporation entity or where there is a change in or distribution with respect to the Common Stock of the Company), or sell, transfer or otherwise dispose of all or substantially all its property, assets or business to another corporation Person and, pursuant to the terms of such reorganization, reclassification, merger, consolidation or disposition of assets, shares of common stock of the successor or acquiring corporationPerson, or any cash, shares of stock or other securities or property of any nature whatsoever (including warrants or other subscription or purchase rights) in addition to or in lieu of common stock of the successor or acquiring corporation Person ("Other Property"), are to be received by or distributed to the holders of Common Stock of the Company, then then, the Holder shall have the right thereafter to receive, upon exercise of the such Warrant, the number of shares of common stock of the successor or acquiring corporation Person or of the Company, if it is the surviving corporationentity, and OtherOther Property receivable upon or as a result of such reorganization, reclassification, merger, consolidation or disposition of assets by a holder of the number of shares of Common Stock for which this Warrant is exercisable immediately prior to such event (assuming there were no conditions to exercise).

Appears in 1 contract

Samples: Nalco Holding CO

Reorganization, Reclassification, Merger, Consolidation or Disposition of Assets. In case the Company event the Issuer shall reorganize its capital, reclassify its capital stock, consolidate or merge with or and into another corporation or entity (where the Company Issuer is not the surviving corporation or where there is a change in or distribution with respect to the Common Stock of the CompanyIssuer), or sell, transfer or otherwise dispose of all or substantially all its property, assets or business to another corporation or entity and, pursuant to the terms of such reorganization, reclassification, merger, consolidation or disposition of assets, shares of common stock of the successor or acquiring corporationcorporation or entity, or any cash, shares of stock or other securities or property of any nature whatsoever (including warrants or other subscription or purchase rights) in addition to or in lieu of common stock of the successor or acquiring corporation or entity ("Other Property"), are to be received by or distributed to the holders of Common Stock of the CompanyIssuer, then the Issuer shall, as a condition precedent to such transaction, cause effective provisions to be made so that each Warrant Holder shall have the right thereafter to receive, upon exercise of the Warranta warrant, solely the number of shares of "common stock of the successor or acquiring corporation corporation" or of the CompanyIssuer, if it is the surviving corporation, and OtherOther Property receivable upon or as a result of such reorganization, reclassification, merger,

Appears in 1 contract

Samples: Warrant Agreement (Brigham Exploration Co)

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Reorganization, Reclassification, Merger, Consolidation or Disposition of Assets. In case the Company shall reorganize its capital, reclassify its capital stock, consolidate or merge with or into another corporation (where the Company is not the surviving corporation or where there is a change in or distribution with respect to the Common Stock of the Company), or sell, transfer or otherwise dispose of all or substantially all its property, assets or business to another corporation and, pursuant to the terms of such reorganization, reclassification, merger, consolidation or disposition of assets, shares of common stock of the successor or acquiring corporation, or any cash, shares of stock or other securities or property of any nature whatsoever (including warrants or other subscription or purchase rights) in addition to or in lieu of common stock of the successor or acquiring corporation ("Other Property"), are to be received by or distributed to the holders of Common Stock of the Company, then Holder shall have the right thereafter to receive, upon exercise of the this Warrant, the number of shares of common stock of the successor or acquiring corporation or of the Company, if it is the surviving corporation, and OtherOther Property receivable upon or as a result of such reorganization, reclassification, merger, consolidation or disposition of assets by a holder of the number of shares of Common Stock for which this Warrant is exercisable immediately prior to

Appears in 1 contract

Samples: Ameriquest Technologies Inc

Reorganization, Reclassification, Merger, Consolidation or Disposition of Assets. (a) In case the Company shall reorganize its capital, capital or reclassify its capital stockstock (in each case, other than pursuant to a transaction to which Section 3.1 is applicable), consolidate or merge with or into another corporation Person (where the Company is not the surviving corporation entity or where there is a change in or distribution with respect to the Common Stock of the Company), or sell, transfer or otherwise dispose of all or substantially all its property, assets or business to another corporation Person and, pursuant to the terms of such reorganization, reclassification, merger, consolidation or disposition of assets, shares of common stock of the successor or acquiring corporationPerson, or any cash, shares of stock or other securities or property of any nature whatsoever (including warrants or other subscription or purchase rights) in addition to or in lieu of common stock of the successor or acquiring corporation Person ("Other Property"), are to be received by or distributed to the holders of Common Stock of the Company, then then, each Holder shall have the right thereafter to receive, upon exercise of the such Warrant, the number of shares of common stock of the successor or acquiring corporation Person or of the Company, if it is the surviving corporationentity, and OtherOther Property receivable upon or as a result of such reorganization, reclassification, merger, consolidation or disposition of assets by a holder of the number of shares of Common Stock for which this Warrant is exercisable immediately prior to such event , except in the event that a Section 3.4(a) Required Regulatory Approval (as defined below) has not been obtained.

Appears in 1 contract

Samples: DPL Inc

Reorganization, Reclassification, Merger, Consolidation or Disposition of Assets. (a) In case the Company shall reorganize its capital, reclassify its capital stock, consolidate or merge with or into another corporation (where the Company is not the surviving corporation or where there is a change in or distribution with respect to the Common Stock of the Company), or sell, transfer or otherwise dispose of all or substantially all of its property, assets or business to another corporation and, and pursuant to the terms of such reorganization, reclassification, merger, consolidation or disposition of assets, (i) shares of common capital stock of the successor or acquiring corporation or of the Company (if it is the surviving corporation, ) or (ii) any cash, shares of stock or other securities or property of any nature whatsoever (including warrants Options or other subscription or purchase rights) in addition to or in lieu of common capital stock of the successor or acquiring corporation ("Other Property"), ”) are to be received by or distributed to the holders of Common Stock quotaholders of the CompanyCompany who are holders immediately prior to such transaction, then Holder Cimatron shall have the right thereafter to receivereceive from Sellers, upon exercise of this Option by the WarrantSellers, the number of shares of common capital stock or quota of the successor or acquiring corporation or of the Company, if it is the surviving corporation, and OtherOther Property receivable upon or as a result of such reorganization, reclassification, merger, consolidation or disposition of assets by a holder of the percentage of the share capital or quota of the Company for which this Option is exercisable immediately prior to such event.

Appears in 1 contract

Samples: Letter of Agreement (Cimatron LTD)

Reorganization, Reclassification, Merger, Consolidation or Disposition of Assets. In case the Company shall reorganize its capital, reclassify its capital stock, consolidate or merge with or into another corporation (where the Company is not the surviving corporation or where there is a change in or distribution with respect to the Common Stock of the Company), or sell, transfer or otherwise dispose of all or substantially all its property, assets or business to another corporation and, pursuant to the terms of such reorganization, reclassification, merger, consolidation or disposition of assets, shares of common stock of the successor or acquiring corporation, or any cash, shares of stock or other securities or property of any nature whatsoever (including warrants or other subscription or purchase rights) in addition to or in lieu of common stock of the successor or acquiring corporation ("Other Property"), are to be received by or distributed to the holders of Common Stock of the Company, then Holder the Warrantholder shall have the right thereafter to receive, receive upon exercise of the this Warrant, the number of shares of common stock Common Stock of the successor or acquiring corporation or of the Company, if it is the surviving corporation, and OtherOther Property receivable upon or as a result of such reorganization, reclassification, merger, consolidation or disposition of assets by a Warrantholder of the number of shares of Common Stock for which this Warrant is exercisable immediately prior to such event.

Appears in 1 contract

Samples: Omnicity Corp.

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