Common use of Adjustment for Consolidation, Merger or Other Reorganization Event Clause in Contracts

Adjustment for Consolidation, Merger or Other Reorganization Event. In the event of (1) any consolidation or merger of the Company with or into another Person (other than a merger or consolidation in which the Company is the continuing corporation and in which the shares of Common Stock outstanding immediately prior to the merger or consolidation are not exchanged for cash, securities other property of the Company or another corporation), (2) any sale, transfer, lease or conveyance to another Person of the property of the Company as an entirety or substantially as an entirety, (3) any statutory exchange of securities of the Company with another Person (other than in connection with a merger or acquisition) or any binding share exchange which reclassifies or changes its outstanding Common Stock, or (4) any liquidation, dissolution or winding up of the Company other than as a result of or after the occurrence of a Termination Event (any such event, a "Reorganization Event"),

Appears in 3 contracts

Samples: Stock Purchase Contract Agreement (Metlife Inc), Stock Purchase Contract Agreement (Metlife Inc), Stock Purchase Contract Agreement (Metlife Inc)

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Adjustment for Consolidation, Merger or Other Reorganization Event. (a) In the event of (1i) any consolidation consolidation, amalgamation or merger of the Company, or any surviving entity or subsequent surviving entity of the Company (a "Company Successor"), with or into another Person entity (other than a consolidation, amalgamation or merger or consolidation in which the Company is the continuing corporation and in which the shares of Class A Common Stock outstanding immediately prior to the consolidation, amalgamation or merger or consolidation are not exchanged for cash, securities or other property of the Company or another corporation), (2ii) any sale, transfer, lease or conveyance to another Person corporation of the property of the Company or any Company Successor as an entirety or substantially as an entirety, (3) any statutory exchange of securities of the Company with another Person (other than in connection with a merger or acquisition) or any binding share exchange which reclassifies or changes its outstanding Common Stock, or (4) any liquidation, dissolution or winding up of the Company other than as a result of or after the occurrence of a Termination Event (any such event, a "Reorganization Event"),as

Appears in 1 contract

Samples: Purchase Agreement (Ameritrade Automatic Common Exchange Security Tr)

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Adjustment for Consolidation, Merger or Other Reorganization Event. In the event of (1i) any consolidation or merger of the Company Company, with or into another Person (other than a merger or consolidation in which the Company is the continuing corporation and in which the shares of Common Stock outstanding immediately prior to the merger or consolidation are is not exchanged for cash, securities or other property of the Company or another corporation), (2ii) any sale, transfer, lease or conveyance to another Person of the property of the Company as an entirety or substantially as an entirety, (3iii) any statutory exchange of securities of the Company with another Person (other than in connection with a merger or acquisition) or any binding share exchange which reclassifies or changes its outstanding Common Stock, or (4iv) any liquidation, dissolution or winding up of the Company other than as a result of or after the occurrence of a Termination Event (any such event, a "Reorganization Event"),a

Appears in 1 contract

Samples: Purchase Contract Agreement (Medpartners Inc)

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