Common use of Reorganization, Consolidation, Merger, etc Clause in Contracts

Reorganization, Consolidation, Merger, etc. In case the Company after December 16, 1999 shall (a) effect a reorganization, (b) consolidate with or merge with or into any other entity, or (c) transfer all or substantially all of its properties or assets to any other person or entity, then, in each such case, the holder of this Warrant, upon the exercise hereof as provided in Section 3 at any time after the consummation of such reorganization, consolidation, merger or transfer, as the case may be, shall be entitled to receive, in lieu of the Class A Common Stock (or Other Securities) issuable upon such exercise prior to such consummation, the stock and other securities and property (including cash) to which such holder would have been entitled upon such consummation if such holder had so exercised this Warrant immediately prior thereto, all subject to further adjustment thereafter as provided in Section 4 hereof. The Company shall not consummate any such reorganization, consolidation, merger or transfer unless the resulting, surviving or transferee entity, as the case may be, expressly agrees in writing, reasonably satisfactory to the holders of a majority of the Warrants then outstanding, to fulfil the Company’s obligations under this Warrant and this Section 10.

Appears in 4 contracts

Samples: Kenexa Corp, Kenexa Corp, Kenexa Corp

AutoNDA by SimpleDocs

Reorganization, Consolidation, Merger, etc. In case the Company after December 16, 1999 shall (a) effect a reorganization, (b) consolidate with or merge with or into any other entity, or (c) transfer all or substantially all of its properties or assets to any other person or entity, then, in each such case, the holder Holder of this Warrant, upon the exercise hereof as provided in Section 3 2 at any time after the consummation of such reorganization, consolidation, merger or transfer, as the case may be, shall be entitled to receive, in lieu of the Class A Common Stock (or Other Securities) issuable upon such exercise prior to such consummation, the stock and other securities Other Securities and property (including cash) to which such holder Holder would have been entitled upon such consummation if such holder Holder had so exercised this Warrant immediately prior thereto, all subject to further adjustment thereafter as provided in Section 4 3 hereof. The Company shall not consummate any such reorganization, consolidation, merger or transfer transfer, unless the resulting, surviving or transferee entity, as the case may be, expressly agrees in writing, reasonably satisfactory to the holders Holders of a majority of the Warrants then outstanding, to fulfil fulfill the Company’s obligations under this Warrant and this Section 108.

Appears in 4 contracts

Samples: Kenexa Corp, Kenexa Corp, Kenexa Corp

Reorganization, Consolidation, Merger, etc. In case the Company after December 16, 1999 shall (a) effect a reorganization, (b) consolidate with or merge with or into any other entity, or (c) transfer all or substantially all of its properties or assets to any other person or entity, then, in each such case, the holder of this Warrant, upon the exercise hereof as provided in Section 3 1 at any time after the consummation of such reorganization, consolidation, merger or transfer, as the case may be, shall be entitled to receive, in lieu of the Class A Common Stock (or Other Securities) issuable upon such exercise prior to such consummation, the stock and other securities Other Securities and property (including cash) to which such holder would have been entitled upon such consummation if such holder had so exercised this Warrant immediately prior thereto, all subject to further adjustment thereafter as provided in Section 4 2 hereof. The Company shall not consummate any such reorganization, consolidation, merger or transfer transfer, unless the resulting, surviving or transferee entity, as the case may be, expressly agrees in writing, reasonably satisfactory to the holders of a majority of the Warrants then outstanding, to fulfil fulfill the Company’s obligations under this Warrant and this Section 107.

Appears in 2 contracts

Samples: Kenexa Corp, Kenexa Corp

Reorganization, Consolidation, Merger, etc. In case at any time or from time to time, the Company after December 16, 1999 shall (a) effect a reorganization, (b) consolidate with or merge with or into any other entityperson, including the sale of substantially all of the Company's outstanding share capital to a corporate third party, in consideration for such third party's securities, or (c) transfer all or substantially all of its properties or assets to any other person under any plan or entityarrangement contemplating the dissolution of the Company, then, in each such case, as a condition to the holder consummation of such a transaction, proper and adequate provision shall be made by the Company whereby the Holder of this Warrant, upon on the exercise hereof as provided in Section 3 Sections 1 and 2 at any time after the consummation of such reorganization, consolidation, consolidation or merger or transferthe effective date of such dissolution, as the case may be, shall be entitled to receive, in lieu of the Class A Common Stock Ordinary Shares (or Other Securities) issuable upon on such exercise prior to such consummationconsummation or such effective date, the stock shares and other securities and property (including cash) to which such holder Holder would have been entitled upon such consummation or in connection with such dissolution, as the case may be, if such holder Holder had so exercised this Warrant Warrant, immediately prior thereto, all subject to further adjustment thereafter as provided in Section 4 hereof. The Company shall not consummate any such reorganization, consolidation, merger or transfer unless the resulting, surviving or transferee entity, as the case may be, expressly agrees in writing, reasonably satisfactory to the holders of a majority of the Warrants then outstanding, to fulfil the Company’s obligations under this Warrant and this Section 104.

Appears in 1 contract

Samples: Share Purchase Agreement (Bos Better Online Solutions LTD)

Reorganization, Consolidation, Merger, etc. In case the Company after December 16, 1999 shall (a) effect a reorganization, (b) consolidate with or merge with or into any other entity, or (c) transfer all or substantially all of its properties or assets to any other person or entity, then, in each such case, the holder of this Warrant, upon the exercise hereof as provided in Section 3 at any time after the consummation of such reorganization, consolidation, merger or transfer, as the case may be, shall be entitled to receive, in lieu of the Class A Common Stock (or Other Securities) issuable upon such exercise prior to such consummation, the stock and other securities and property (including cash) to which such holder would have been entitled upon such consummation if such holder had so exercised this Warrant immediately prior thereto, all subject to further adjustment thereafter as provided in Section 4 hereof. The Company shall not consummate any such reorganization, consolidation, merger or transfer unless the resulting, surviving or transferee entity, as the case may be, expressly agrees in writing, reasonably satisfactory to the holders of a majority of the Warrants then outstanding, to fulfil the Company’s 's obligations under this Warrant and this Section 108.

Appears in 1 contract

Samples: Common Stock and Warrant Purchase Agreement (Talentpoint Inc)

AutoNDA by SimpleDocs

Reorganization, Consolidation, Merger, etc. In case the Company after December 16, 1999 shall (a) effect a reorganization, (b) consolidate with or merge with or into any other entity, or (c) transfer all or substantially all of its properties or assets to any other person or entity, then, in each such case, the holder Holder of this Warrant, upon the exercise hereof as provided in Section 3 2 at any time after the consummation of such reorganization, consolidation, merger or transfer, as the case may be, shall be entitled to receive, in lieu of the Class A Common Stock (or Other Securities) issuable upon such exercise prior to such consummation, the stock and other securities Other Securities and property (including cash) to which such holder Holder would have been entitled upon such consummation if such holder Holder had so exercised this Warrant immediately prior thereto, all subject to further adjustment thereafter as provided in Section 4 3 hereof. The Company shall not consummate any such reorganization, consolidation, merger or transfer transfer, unless the resulting, surviving or transferee entity, as the case may be, expressly agrees in writing, reasonably satisfactory to the holders Holders of a majority of the Warrants then outstanding, to fulfil fulfill the Company’s 's obligations under this Warrant and this Section 108.

Appears in 1 contract

Samples: Common Stock and Warrant Purchase Agreement (Talentpoint Inc)

Reorganization, Consolidation, Merger, etc. In case the Company after December 16, 1999 shall (a) effect a reorganization, (b) consolidate with or merge with or into any other entity, or (c) transfer all or substantially all of its properties or assets to any other person or entity, then, in each such case, the holder of this Warrant, upon the exercise hereof as provided in Section 3 1 at any time after the consummation of such reorganization, consolidation, merger or transfer, as the case may be, shall be entitled to receive, in lieu of the Class A Common Stock (or Other Securities) issuable upon such exercise prior to such consummation, the stock and other securities Other Securities and property (including cash) to which such holder would have been entitled upon such consummation if such holder had so exercised this Warrant immediately prior thereto, all subject to further adjustment thereafter as provided in Section 4 2 hereof. The Company shall not consummate any such reorganization, consolidation, merger or transfer transfer, unless the resulting, surviving or transferee entity, as the case may be, expressly agrees in writing, reasonably satisfactory to the holders of a majority of the Warrants then outstanding, to fulfil fulfill the Company’s 's obligations under this Warrant and this Section 107.

Appears in 1 contract

Samples: Common Stock and Warrant Purchase Agreement (Talentpoint Inc)

Reorganization, Consolidation, Merger, etc. In case the Company after December 16, 1999 shall (a) effect a reorganization, (b) consolidate with or merge with or into any other entity, or (c) transfer all or substantially all of its properties or assets to any other person or entity, then, in each such case, the holder of this Warrant, upon the exercise hereof as provided in Section 3 at any time after the consummation of such reorganization, consolidation, merger or transfer, as the case may be, shall be entitled to receive, in lieu of the Class A Common Stock (or Other Securities) issuable upon such exercise prior to such consummation, the stock and other securities and property (including cash) to which such holder would have been entitled upon such consummation if such holder had so exercised this Warrant immediately prior thereto, all subject to further adjustment thereafter as provided in Section 4 hereof. The Company shall not consummate any such reorganization, consolidation, merger or transfer unless the resulting, surviving or transferee entity, as the case may be, expressly agrees in writing, reasonably satisfactory to the holders of a majority of the Warrants then outstanding, to fulfil the Company’s 's obligations under this Warrant and this Section 10.

Appears in 1 contract

Samples: Common Stock and Warrant Purchase Agreement (Talentpoint Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.