Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 369 contracts
Samples: Indemnification Agreement (Aja Holdco, Inc.), Director Indemnification Agreement (Reign Sapphire Corp), Indemnification and Advancement Agreement (Kyverna Therapeutics, Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 347 contracts
Samples: Director Retainer Agreement (King Resources, Inc.), Indemnification Agreement (Corbus Pharmaceuticals Holdings, Inc.), Indemnification and Advancement Agreement (Ipsco Tubulars Inc)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entitySurviving Entity) more than 50% of the combined voting power of the voting securities of the surviving entity Surviving Entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entitySurviving Entity;
Appears in 84 contracts
Samples: Form of Indemnification Agreement (Cadrenal Therapeutics, Inc.), Form of Indemnification Agreement (Reliance Steel & Aluminum Co), Indemnification Agreement (Focus Financial Partners Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving or successor entity) more than 50% of the combined voting power of the voting securities of the surviving or successor entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving or successor entity;
Appears in 76 contracts
Samples: ] Indemnification Agreement (Brightcove Inc), Indemnification Agreement (PepGen Inc.), Indemnification Agreement (Triller Corp.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors Board or other governing body of such surviving entity;
Appears in 75 contracts
Samples: Indemnity Agreement (Infraredx Inc), Indemnity Agreement (Davita Inc), Indemnity Agreement (Docusign Inc)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;; and
Appears in 66 contracts
Samples: Indemnification Agreement (Ryan Specialty Group Holdings, Inc.), Observer Agreement (Cipher Mining Inc.), Indemnification Agreement (Avantor, Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;; and
Appears in 33 contracts
Samples: Indemnification Agreement (Fortegra Financial Corp), Director Indemnification Agreement (Cotiviti Holdings, Inc.), Indemnification Agreement (Generac Holdings Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which that would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;; or
Appears in 23 contracts
Samples: Indemnification Agreement (Grindr Inc.), Indemnification Agreement (Honest Company, Inc.), Indemnification Agreement (Turo Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% fifty-one percent (51%) of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 23 contracts
Samples: Indemnification Agreement (Coherus BioSciences, Inc.), Indemnification Agreement (Adverum Biotechnologies, Inc.), Indemnification Agreement (Blackhawk Network Holdings, Inc)
Corporate Transactions. The effective date of a merger or consolidation of the Company Corporation with any other entity, other than a merger or consolidation which would result in the voting securities of the Company Corporation outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 19 contracts
Samples: Indemnification Agreement (Andeavor), Indemnification Agreement (Icad Inc), Indemnification Agreement (Tesoro Corp /New/)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which that would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;; and
Appears in 19 contracts
Samples: Indemnification Agreement (Kodiak Gas Services, Inc.), Indemnification Agreement (Kodiak Gas Services, Inc.), Indemnification Agreement (Rhodium Enterprises, Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5050.1% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 18 contracts
Samples: Indemnification Agreement (Design Within Reach Inc), Indemnification Agreement (Orexigen Therapeutics, Inc.), Indemnification Agreement (RestorGenex Corp)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% fifty one percent (51%) of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors Board or other governing body of such surviving entity;
Appears in 17 contracts
Samples: Indemnification Agreement (Akerna Corp.), Indemnification Agreement, Indemnification Agreement (Cue Biopharma, Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company an Indemnitor with any other entity, other than a merger or consolidation which that would result in the voting securities of the Company an Indemnitor outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;; or
Appears in 16 contracts
Samples: Deed of Indemnification (Kalera Public LTD Co), Kalera Public LTD Co, Kalera Public LTD Co
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than fifty percent (50% %) of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 16 contracts
Samples: Indemnification Agreement (Movano Inc.), Indemnification Agreement (Zogenix, Inc.), Indemnity Agreement (Meade Instruments Corp)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or of consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 15 contracts
Samples: Amd Amended Management Agreement (Rudolph Technologies Inc), Rudolph Technologies (Rudolph Technologies Inc), Indemnity Agreement (Ixl Enterprises Inc)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board Board of directors Directors or other governing body of such surviving entity;
Appears in 10 contracts
Samples: Indemnity Agreement (Alarm.com Holdings, Inc.), Indemnity Agreement (Alarm.com Holdings, Inc.), Indemnification Agreement (Dutch Bros Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which that would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;.
Appears in 9 contracts
Samples: Indemnification Agreement (Metromile, Inc.), Indemnification Agreement (Lemonade, Inc.), Indemnification Agreement (Root, Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% fifty-one percent (51%) of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors Board or other governing body of such surviving entity;
Appears in 8 contracts
Samples: Indemnification Agreement (Vincerx Pharma, Inc.), Form of Indemnification Agreement (Perspective Therapeutics, Inc.), Indemnification Agreement (Vincera Pharma, Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in entity unless the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing transaction continue to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with transaction that have the power to elect at least a majority of the board of directors or other governing body of such surviving entity;.
Appears in 8 contracts
Samples: Form of Indemnification Agreement (General Nutrition International Inc), Indemnification Agreement (Orchard Supply Hardware Stores Corp), Indemnification Agreement (Maidenform Brands, Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which that would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 7 contracts
Samples: Indemnification Agreement (Annie's, Inc.), Indemnification Agreement (TTM Technologies Inc), Indemnification Agreement (Sabre Industries, Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors Board or other governing body of such surviving entity;
Appears in 7 contracts
Samples: Indemnification Agreement (Bassett Furniture Industries Inc), Indemnification Agreement (Cornerstone OnDemand Inc), Indemnification Agreement (POINT Biopharma Global Inc.)
Corporate Transactions. The effective date of a A merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) [more than 50% %] of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 7 contracts
Samples: Indemnification Agreement (Rimini Street, Inc.), Indemnification Agreement (Rimini Street, Inc.), Employment Agreement (Electronic Cigarettes International Group, Ltd.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5050.1% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;; or
Appears in 6 contracts
Samples: Employment Agreement (Somaxon Pharmaceuticals, Inc.), Indemnification Agreement (Viasat Inc), Indemnification Agreement (Bio-Path Holdings Inc)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after following such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 6 contracts
Samples: Indemnification Agreement (DXP Enterprises Inc), Indemnification Agreement (CBTX, Inc.), Indemnification Agreement (Third Coast Bancshares, Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5066.67% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 5 contracts
Samples: Indemnification Agreement (Stamford Industrial Group, Inc.), Indemnification Agreement (Trans World Corp), Indemnification Agreement (Langer Inc)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entityentity (a “Corporate Transaction”);
Appears in 5 contracts
Samples: Indemnification Agreement (NanoString Technologies Inc), Indemnification Agreement (Impinj Inc), Indemnification Agreement (Apptio Inc)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors Board or other governing body of such surviving entity;; and
Appears in 5 contracts
Samples: Indemnification Agreement (Cvent Holding Corp.), Indemnification Agreement (Powerschool Holdings, Inc.), Indemnification Agreement (Allvue Systems Holdings, Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities Voting Securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined total voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 3 contracts
Samples: Indemnification Agreement (Accpac International Inc), Credit Agreement (Agway Inc), Indemnity Agreement (Sames Corp)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after following such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 3 contracts
Samples: Indemnification Agreement (Spirit of Texas Bancshares, Inc.), Indemnification Agreement (Allegiance Bancshares, Inc.), Indemnification Agreement (Veritex Holdings, Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which that would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors Board or other governing body of such surviving entity;
Appears in 3 contracts
Samples: Indemnification Agreement (NGM Biopharmaceuticals Inc), Indemnification Agreement (CST Brands, Inc.), Indemnification Agreement (Abpro Corp)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;; or
Appears in 3 contracts
Samples: Leadis Technology Inc, Leadis Technology Inc, Leadis Technology Inc
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5065% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 3 contracts
Samples: Indemnification Agreement (Forescout Technologies, Inc), Indemnification Agreement (FireEye, Inc.), Indemnification Agreement (Forescout Technologies, Inc)
Corporate Transactions. The effective date of a merger merger, consolidation or consolidation of share exchange involving the Company with any other entityCorporation (a “Merger”), other than a merger or consolidation Merger which would result in the voting securities of the Company Corporation outstanding immediately prior to such merger or consolidation Merger continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation Merger and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 2 contracts
Samples: Letter Agreement (Mentor Graphics Corp), Mentor Graphics Corp
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% fifty one percent (51%) of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors Board or other governing body of such surviving entity;.
Appears in 2 contracts
Samples: Indemnification Agreement (Bottomline Technologies Inc /De/), Indemnification Agreement (Bottomline Technologies Inc /De/)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than fifty percent (50% %) of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the governing board of directors or other governing body of such surviving entity;
Appears in 2 contracts
Samples: Indemnification Agreement (Ameriprise Financial Inc), Indemnification Agreement (Ameriprise Financial Inc)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than at least 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entityentity (a “Corporate Transaction”);
Appears in 2 contracts
Samples: Indemnification Agreement (Outerwall Inc), Indemnification Agreement (Vivint Solar, Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;; or
Appears in 2 contracts
Samples: Indemnification Agreement (William Lyon Homes), Indemnification Agreement (William Lyon Homes)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which that would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% a majority of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 2 contracts
Samples: Adapthealth Corp Indemnification Agreement (AdaptHealth Corp.), Indemnification Agreement (CURO Group Holdings Corp.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5080% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 2 contracts
Samples: Form of Indemnification Agreement (Mosaic ImmunoEngineering Inc.), Form of Indemnification Agreement (Patriot Scientific Corp)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities shares of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities shares of the surviving entity) more than 50% of the combined voting power of the voting securities shares of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 2 contracts
Samples: Indemnification Agreement (Establishment Labs Holdings Inc.), Indemnification Agreement (Establishment Labs Holdings Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;; and (iv)
Appears in 2 contracts
Samples: Indemnification Agreement (Fortegra Group, Inc), Indemnification Agreement (Fortegra Group, LLC)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;.
Appears in 2 contracts
Samples: Change of Control Agreement (Transwitch Corp /De), Employment Agreement (Transwitch Corp /De)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity entity, outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 1 contract
Samples: Indemnification Agreement (Ra Medical Systems, Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which that would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 1 contract
Corporate Transactions. The effective date of a merger or consolidation of the Company Corporation with any other entity, other than a merger or consolidation which would result in the voting securities of the Company Corporation outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors Board or other governing body of such surviving entity;
Appears in 1 contract
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;; (iv)
Appears in 1 contract
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board Board of directors Directors or other governing body of such surviving entity;
Appears in 1 contract
Samples: Indemnification Agreement (Aquinox Pharmaceuticals, Inc)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which that would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% fifty percent of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 1 contract
Samples: Indemnification Agreement (Thorne Healthtech, Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which that would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
Appears in 1 contract
Samples: Indemnification Agreement (Thimble Point Acquisition Corp.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;.
Appears in 1 contract
Samples: Agreement (Zoned Properties, Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% at least a majority of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;.
Appears in 1 contract
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;;
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Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5050 % of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
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Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;;
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Samples: Indemnification Agreement (ClearSign Technologies Corp)
Corporate Transactions. The effective date of a merger or consolidation of the Company with or into any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors Board or other governing body of such surviving entity;
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Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) 51% or more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
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Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% a majority of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors Board or other governing body of such surviving entity;
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Samples: Indemnification and Advancement Agreement (Milan Laser Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entitySurviving Entity) more than 50% of the combined voting power of the voting securities of the surviving entity Surviving Entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;Surviving Entity;
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Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% a majority of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
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Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5030% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors Board or other governing body of such surviving entity;
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Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5050.1% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with having the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
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Samples: Indemnification Agreement (Ambassadors International Inc)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or of consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051 % of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
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Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% at least a majority of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;; and (iv)
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Samples: Form of Indemnification Agreement (Fortegra Group, Inc)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors Board or other governing body of such surviving entity;
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Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to before such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;; and
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Samples: Indemnification Agreement (Qualigen Therapeutics, Inc.)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company Company, which are outstanding immediately prior to such merger or consolidation consolidation, continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
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Samples: Indemnification Agreement (Dialysis Corp of America)
Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
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Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entityentity (an “Excluded Business Combination”);
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Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than [50% %] of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
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Samples: Form of Indemnification Agreement (Cortina Systems Inc)
Corporate Transactions. The effective date of a merger or consolidation of the Company Parent with any other entity, other than a merger or consolidation which would result in the voting securities of the Company Parent outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;; and
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Corporate Transactions. The effective date of a merger or consolidation of the Company Corporation with any other entity, other than a merger or consolidation which would result in the voting securities of the Company Corporation outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% fifty one percent (51%) of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors Board or other governing body of such surviving entity;
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Samples: Indemnification Agreement
Corporate Transactions. The effective date of a merger or consolidation of the Company Corporation with any other entity, other than a merger or consolidation which would result in the voting securities of the Company Corporation outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
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Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or of consolidation continuing to represent 2 (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
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Corporate Transactions. The effective date of a merger or consolidation of the Company with any other entity, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 5051% of the combined voting power of the voting securities of the surviving entity outstanding immediately after such merger or consolidation and with the power to elect at least a majority of the board of directors or other governing body of such surviving entity;
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