CORPORATE RECONSTRUCTION Sample Clauses

CORPORATE RECONSTRUCTION. If the Appointment terminates
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CORPORATE RECONSTRUCTION. 22.1 If the Executive’s appointment terminates:
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CORPORATE RECONSTRUCTION. (a) The Company shall not (and the Company shall ensure that no other member of the Group will) enter into any amalgamation, demerger, merger or corporate reconstruction (each, and for the purposes of this Clause 23.5 only, a “Relevant Merger”), unless:
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CORPORATE RECONSTRUCTION. (a) The Issuer shall not enter into any demerger, merger, conversion or dissolution and shall not issue any new shares.
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CORPORATE RECONSTRUCTION. 16.1 No claim for Termination in event of corporate reconstruction If your Appointment terminates:
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CORPORATE RECONSTRUCTION. Any assignment or issue of shares by or in any Company (including any assignment or issue of shares pursuant to the enforcement of any lien, mortgage, charge or encumbrance), or other corporate transaction including merger, amalgamation or assignment of any ownership interests which result in such Company ceasing to be a Wholly Owned Affiliate of such Company’s ultimate parent company, shall be treated as an assignment of such Company’s interest to a third party and subject to the GOVERNMENT’S prior written consent in accordance with Article 29.1.2. 6 While included in this draft DPSA, the concept of the Government having back-in rights or a right of first refusal to a participating interest in a Production Sharing Contract is inconsistent with the principles of a PSC where the Government or QP does not assume any of the risks of the Project. Rather the Government or QP receives an Entitlement to Profit Petroleum without any of the risks attached to those Parties who are the participating interest owners. The Government receives its full compensation under a PSC for permitting the development and exploitation of the national patrimony through its Entitlement to Profit Petroleum. The Contractor receives its payment for taking all of the risks and assuming all of the costs of appraisal, development and production of hydrocarbons through its Entitlement consisting of Cost Recovery Petroleum and its share of Profit Petroleum. Back-in rights and a right of first refusal in favor of the Government are, however, completely consistent with a Joint Venture Agreement where the Government participates in the risks and rewards of a project based on the percentage of its participating interest ownership. Under a JVA the Government has participated in some of the risks of development and production of hydrocarbons and can legitimately retain a back-in and/or a right of first refusal.
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Related to CORPORATE RECONSTRUCTION

  • RECONSTRUCTION In the event the Premises are damaged by fire or other perils covered by extended coverage insurance, Landlord agrees to forthwith repair same, and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate reduction of the Rent from the date of damage while such repairs are being made, such proportionate reduction to be based upon the extent to which the damage and making of such repairs shall reasonably interfere with the business carried on by the Tenant in the Premises. If the damage is due to the fault or neglect of Tenant or its employees, there shall be no abatement of Rent. In the event the Premises are damaged as a result of any cause other than the perils covered by fire and extended coverage insurance, then Landlord shall forthwith repair the same, provided the extent of the destruction be less than fifty percent (50%) of the then full replacement cost of the Premises. In the event the destruction of the Premises is to fifty percent (50%) or more of the full replacement cost, then Landlord shall have the option; (1) to repair or restore such damage, this Lease continuing in full force and effect, but the Rent to be proportionately reduced as herein above in this Section provided; or (2) give notice to Tenant at any time within sixty (60) days after such damage, terminating this Lease as of the date specified in such notice, which date shall be no more than thirty (30) days after the giving of such notice. In the event of giving such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate on the date so specified in such notice and the Rent, reduced by a proportionate reduction, based upon the extent, if any, to which such damage interfered with the business carried on by the Tenant in the Premises, shall be paid up to date of said such termination. Notwithstanding anything to the contrary contained in this Section, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises when the damage resulting from any casualty covered under this Section occurs during the last six (6) months of the Term of this Lease or any extension thereof.

  • Amalgamation Each Grantor acknowledges and agrees that, in the event it amalgamates with any other corporation or corporations, it is the intention of the parties hereto that the term “Grantor,” when used herein, shall apply to each of the amalgamating corporations and to the amalgamated corporation, such that the security interest granted hereby:

  • Corporate Reorganization In the event that the Company changes ownership, merges with another company or in any way changes its corporate identity, this Agreement will remain in full force and effect and the Union recognition now in effect and/or the certificate issued by the Canada Labour Relations Board then in existence shall not be affected in any way except as otherwise governed or directed by the Board. The Company further agrees to enter into negotiations with the Union relative to protection of employees' seniority and other conditions of this Agreement. Failing settlement, the provisions of the Canada Labour Code will apply.

  • Reconstitution Any Securitization Transaction or Whole Loan Transfer.

  • Dissolution of the Partnership The Partnership shall be dissolved upon the happening of any of the following:

  • Consolidation The Employer may consolidate grievances arising out of the same set of facts.

  • Merger The Company merges into or consolidates with another corporation, or merges another corporation into the Company, and as a result less than a majority of the combined voting power of the resulting corporation immediately after the merger or consolidation is held by persons who were stockholders of the Company immediately before the merger or consolidation.

  • Winding Up Upon dissolution of the Company, the Company shall continue solely for the purposes of winding up its business and affairs as soon as reasonably practicable. Promptly after the dissolution of the Company, the Manager shall immediately commence to wind up the affairs of the Company in accordance with the provisions of this Agreement and the Act. In winding up the business and affairs of the Company, the Manager may, to the fullest extent permitted by law, take any and all actions that it determines in its sole discretion to be in the best interests of the Members, including, but not limited to, any actions relating to (i) causing written notice by registered or certified mail of the Company’s intention to dissolve to be mailed to each known creditor of and claimant against the Company, (ii) the payment, settlement or compromise of existing claims against the Company, (iii) the making of reasonable provisions for payment of contingent claims against the Company and (iv) the sale or disposition of the properties and assets of the Company. It is expressly understood and agreed that a reasonable time shall be allowed for the orderly liquidation of the assets of the Company and the satisfaction of claims against the Company so as to enable the Manager to minimize the losses that may result from a liquidation.

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