Activities of Subsidiaries. Without the unanimous consent of -------------------------- the Company's Board of Directors (or unanimous consent of a special committee of the Board of Directors appointed by unanimous consent of the whole Board of Directors): (i) the Company shall not permit any subsidiary to consolidate or merge into or with or sell or transfer all or substantially all its assets, except that any wholly-owned subsidiary may (A) consolidate or merge into or with or sell or transfer assets to any other wholly-owned subsidiary, or (B) merge into or sell or transfer assets to the Company; (ii) the Company shall not sell or otherwise transfer any shares of capital stock of any subsidiary, except to the Company or any wholly-owned subsidiary, or permit any subsidiary to issue, sell or otherwise transfer any shares of its capital stock or the capital stock of any subsidiary, except to the Company or any wholly-owned subsidiary; or (iii) the Company shall not permit any subsidiary to purchase or set aside any sums for the purchase of, or pay any dividend or make any distribution on, any shares of its stock, except for dividends or other distributions payable to the Company or any wholly-owned subsidiary.
Appears in 2 contracts
Sources: Series a Convertible Preferred Stock Purchase Agreement (Genomica Corp /De/), Series a Convertible Preferred Stock Purchase Agreement (Genomica Corp /De/)