Effect of a Trigger Event Clause Samples

The "Effect of a Trigger Event" clause defines what happens when a specific event, known as a trigger event, occurs under the agreement. Typically, this clause outlines the rights and obligations of the parties following such an event, such as acceleration of payments, suspension of services, or termination of the contract. For example, if a party defaults on a payment or becomes insolvent, the clause may specify that the other party can immediately terminate the agreement or demand immediate payment of outstanding amounts. Its core practical function is to provide clear, pre-agreed consequences for significant events, thereby reducing uncertainty and managing risk for both parties.
Effect of a Trigger Event. (a) It is the belief of the parties that any transfer of ownership control of the Company after the date hereof shall be reflective of Employee's contributions to the performance of the Company, and that Employee should be compensated accordingly. Therefore, the parties agree that Employee shall receive the additional payment set forth in Section 10(c) below in the event that after the date of this Agreement, and during the Term(s) hereof, a Trigger Event, as defined in Section 19(b) below, occurs.
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Effect of a Trigger Event. (a) Upon the occurrence of a Trigger Event: (i) the General Partners shall not make any further Capital Calls or purchase additional Vehicles for the Partnership; (ii) the General Partners shall immediately at their own expense cause to be redelivered to the province in Canada where they registered any Partnership Vehicle that is Table of Contents outside Canada and no Partnership Vehicle shall be rented for a one-way rental for drop-off outside of Canada; (iii) the General Partners shall sell the Partnership Vehicles and the other assets of the Partnership and wind up the business of the Partnership in an orderly manner as expeditiously as practicable but in any event within six months of the date of the Trigger Event; and (iv) distributions of cash from the Partnership to the Partners will be made only as permitted by Section 8.5. (b) The fact that a breach of a General Partner’s covenant hereunder may constitute, or may entitle a Limited Partner to declare, a Trigger Event shall not be construed as a waiver of, or disentitle the Limited Partners from, other remedies at law or in equity.
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Effect of a Trigger Event. (a) It is the belief of the parties that any transfer of ownership control of the Company after the date hereof shall be reflective of Employee's contributions to the performance of the Company, and that Employee should be compensated accordingly. Therefore, the parties agree that, subject to the limitations set forth herein, Employee shall receive the Additional Payment set forth in Section 10(c) below in the event that after the date of this Agreement, and during the Term(s) hereof, a Trigger Event, as defined in Section 10(b) below, occurs. Employee's eligibility to receive the Additional Payment shall accrue on a graduated vesting schedule, with vesting at the rate of one-twelfth (1/12) per month during the Term hereof, but commencing May 1, 2000 rather than the initial day of the Term, subject to pro ration for partial months. For example, in the event that a Trigger Event were to occur on December 20, 2000, then Employee would receive an Additional Payment of $286,687, representing 7.645 months' of accrual, as follows: ($300,000 + $150,000) = $450,000; $450,000/12 months = $37,500; 7 months + 20/31 days = 7.6451612 months; ($37,500 x 7.645 = $286,694. (b) For purposes of this Agreement, the term "Trigger Event" shall mean:
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Effect of a Trigger Event 
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Related to Effect of a Trigger Event

  • Effect of a Change in Control In the event of a Change in Control, Sections 6 through 13 of this Agreement shall become applicable to Executive. These Sections shall continue to remain applicable until the third anniversary of the date upon which the Change in Control occurs. On such third anniversary date, and provided that the employment of Executive has not been terminated on account of a Qualifying Termination (as defined in Section 5 below), this Agreement shall terminate and be of no further force or effect.

  • EFFECT OF AN EVENT OF DEFAULT If any Event of Default shall occur, except where otherwise provided in this Agreement or the Related Documents, all commitments and obligations of Lender under this Agreement or the Related Documents or any other agreement immediately will terminate (including any obligation to make further Loan Advances or disbursements), and, at Lender's option, all Indebtedness immediately will become due and payable, all without notice of any kind to Borrower, except that in the case of an Event of Default of the type described in the "Insolvency" subsection above, such acceleration shall be automatic and not optional. In addition, Lender shall have all the rights and remedies provided in the Related Documents or available at law, in equity, or otherwise. Except as may be prohibited by applicable law, all of Lender's rights and remedies shall be cumulative and may be exercised singularly or concurrently. Election by Lender to pursue any remedy shall not exclude pursuit of any other remedy, and an election to make expenditures or to take action to perform an obligation of Borrower or of any Grantor shall not affect Lender's right to declare a default and to exercise its rights and remedies.

  • Effect of Change of Control (i) Upon your termination of employment by Capital One without Cause or by you for Good Reason (each as defined below), in either case on or prior to the second anniversary of the occurrence of a Change of Control of Capital One, then, notwithstanding anything herein to the contrary, the Restricted Stock Units shall vest, the date of such termination shall be the Scheduled Vesting Date for all applicable Restricted Stock Units and the cash shall become payable as described in Section 3(a) immediately following the occurrence of your termination of employment following such Change of Control (to the extent not previously vested or forfeited as provided herein); provided, however, that if the Restricted Stock Units are considered deferred compensation under Section 409A of the Code and not exempt from Section 409A of the Code as a short-term deferral or otherwise, and you are a “specified employee,” as defined in and pursuant to Reg. Section 1.409A 1(i) or any successor regulation, on the date of any such termination of employment without Cause or for Good Reason, you will not be entitled to such vesting earlier than the earlier of (i) the date which is six months from the date of your “separation from service” (as defined in Reg. Section 1.409A 1(h) or any successor regulation) as a result of such termination and (ii) your death. (ii) For purposes of this Agreement, “Cause” shall mean (1) the willful and continued failure to perform substantially your duties with the Company or any Affiliate (other than any such failure resulting from incapacity due to physical or mental illness or following your delivery of a Notice of Termination for Good Reason), after a written demand for substantial performance is delivered to you by the Board or the Chief Executive Officer of the Company that specifically identifies the manner in which the Board or the Chief Executive Officer of the Company believes that you have not substantially performed your duties, or (2) the willful engaging by you in illegal conduct or gross misconduct that is materially and demonstrably injurious to the Company. No act, or failure to act, on the part of you shall be considered “willful” unless it is done, or omitted to be done, by you in bad faith or without reasonable belief that your action or omission was in the best interests of the Company. Any act, or failure to act, based upon (A) authority given pursuant to a resolution duly adopted by the Board, or if the Company is not the ultimate parent corporation of the Affiliate and is not publicly-traded, the board of directors of the ultimate parent of the Company (the “Applicable Board”), (B) the instructions of the Chief Executive Officer of the Company (unless you are the Chief Executive Officer at the time of any such instruction) or (C) the advice of counsel for the Company shall be conclusively presumed to be done, or omitted to be done, by you in good faith and in the best interests of the Company. The cessation of your employment shall not be deemed to be for Cause unless and until there shall have been delivered to you a copy of a resolution duly adopted by the affirmative vote of not less than three-quarters of the entire membership of the Applicable Board (excluding you, if you are a member of the Applicable Board) at a meeting of the Applicable Board called and held for such purpose (after reasonable notice is provided to you and you are given an opportunity, together with your counsel, to be heard before the Applicable Board), finding that, in the good faith opinion of the Applicable Board, you are guilty of the conduct described in this Section 3(e)(ii), and specifying the particulars thereof in detail.

  • Trigger Events The Employee shall be entitled to collect the severance benefits set forth in Subsection (b) hereof in the event that either (i) the Employee voluntarily terminates employment for any reason within the 30-day period beginning on the date of a Change in Control, (ii) the Employee voluntarily terminates employment within 90 days of an event that both occurs during the Protected Period and constitutes Good Reason, or (iii) the Bank or the Company or their successor(s) in interest terminate the Employee's employment without his written consent and for any reason other than Just Cause during the Protected Period.

  • Effect of Benchmark Transition Event (i) If the Calculation Agent determines that a Benchmark Transition Event and its related Benchmark Replacement Date have occurred prior to the Reference Time (as defined below) in respect of any determination of the Benchmark (as defined below) on any date, the Benchmark Replacement will replace the then-current Benchmark for all purposes relating to the Subordinated Notes during the relevant Floating Interest Period in respect of such determination on such date and all determinations on all subsequent dates. (ii) In connection with the implementation of a Benchmark Replacement, the Company will have the right to make Benchmark Replacement Conforming Changes from time to time, and such changes shall become effective without consent from the relevant Holders or any other party. (iii) Any determination, decision or election that may be made by the Company or by the Calculation Agent pursuant to the benchmark transition provisions set forth herein, including any determination with respect to a tenor, rate or adjustment or of the occurrence or non-occurrence of an event, circumstance or date, and any decision to take or refrain from taking any action or any selection: (1) will be conclusive and binding absent manifest error; (2) if made by the Company, will be made in the Company’s sole discretion; (3) if made by the Calculation Agent, will be made after consultation with the Company, and the Calculation Agent will not make any such determination, decision or election to which the Company reasonably objects; and (4) notwithstanding anything to the contrary in this Subordinated Note or the Purchase Agreement, shall become effective without consent from the relevant Holders or any other party. (iv) For the avoidance of doubt, after a Benchmark Transition Event and its related Benchmark Replacement Date have occurred, interest payable on this Subordinated Note for the Floating Rate Period will be an annual rate equal to the sum of the applicable Benchmark Replacement and the spread specified on the face hereof. (v) As used in this Subordinated Note: