Merger Alternative Sample Clauses
The Merger Alternative clause provides a mechanism for parties to address the potential impact of a merger or acquisition on their contractual relationship. Typically, this clause outlines specific rights or options available to one or both parties if a merger occurs, such as the ability to terminate the agreement, renegotiate terms, or assign obligations to a successor entity. By including this provision, the clause helps manage uncertainty and risk by ensuring that both parties have a clear process to follow in the event of significant corporate changes, thereby protecting their interests and maintaining contractual stability.
Merger Alternative. As an alternative to the payment of the purchase price under the Option, InMedica, Chi L▇▇ ▇▇▇ Wescor agree to negotiate in good faith to attempt to agree upon a merger of InMedica, MicroCor and Wescor. In such a merger, the value attributed to MicroCor shall be 100% of either the Option Appraisal Value or the Option Suggested Value; the respective values attributed to InMedica and Wescor shall be established by appraisals from a recognized appraisal firm, as to whom none of the parties has a reasonable objection. The parties acknowledge that InMedica shall have no obligation to agree to a merger the terms of which are not determined to be fair pursuant to a fairness opinion from a recognized business valuation expert as to whom none of the parties has a reasonable objection.
Merger Alternative. As an alternative to the payment of the purchase price, InMedica, Chi L▇▇ ▇▇▇ Wescor agree to negotiate in good faith to attempt to agree upon a merger of InMedica, MicroCor and Wescor. In such a merger, the value attributed to MicroCor shall be the purchase price (or value equivalent) in the Acquisition Offer without reducing by multiplying by 90% as described in clause (z) of Section 3.4.1; the respective values attributed to InMedica and Wescor shall be established by a fairness opinion rendered by a recognized business valuation expert, as to whom none of the parties has a reasonable objection.