Change of Control Provision definition
Change of Control Provision means any contractual provision whereby the occurrence of a Change of Control of a party to a contract either directly or indirectly causes an alteration of the terms and conditions of such contract or confers contractual rights upon the other party to such contract including rights to purchase assets or rights to terminate all or any term of such contact;
Change of Control Provision has the meaning specified in Section 5.2 hereof.
Change of Control Provision means any provision which would give rise to any actual or potential (A) event of default under a Debt Agreement or (B) restriction on, requirement of (including, without limitation, any requirement relating to any put right of securityholders), or other adverse effect on the Company or any of its subsidiaries as the result of the happening of a "change of control" of the Company however defined, but including without limitation any provision relating to (i) beneficial ownership by any Person of more or less than a specified percentage of outstanding Common Stock, (ii) a change in the Board of Directors not approved by the previously incumbent directors or (iii) a merger, sale of all or substantially all the Company's assets or other business combinations involving the Company or any of its subsidiaries, except that, in the case of any Stockholder Party referred to in the first sentence of this Section 5.2, "Change of Control Provision" shall not include a provision as to which such Stockholder Party notifies the Company in writing before the Company enters into any agreement, instrument or other commitment containing such provision that, in the reasonable judgment of such Stockholder Party, such provision would not have a material adverse effect on such Stockholder Party's ability to sell the shares of Common Stock then beneficially owned by such Stockholder Party.
Examples of Change of Control Provision in a sentence
The Change of Control Provision as outlined in Exhibit A attached hereto shall be applicable to Executive so long as Executive is employed by Company.
The Company agrees that all material agreements, instruments or other commitments that would contain a Change of Control Provision (whether or not approved by or requiring the approval of any Stockholder Party and without regard to the exception in the definition of Change of Control Provision) shall be submitted to the Board of Directors for approval and shall have been approved by the Board of Directors prior to the Company entering into any such agreement.
The Change of Control Provision as outlined in Exhibit A attached hereto shall be applicable to Employee so long as Employee is employed by Company.
In addition, the Options will contain a "Change of Control Provision" whereby all unvested Options will vest if any person acquires a vested interest in more than 50% of the Company's shares.
In addition, the Options will contain a "Change of Control Provision" whereby all unvested Options will vest if any person acquires a vested interest in more than 50% of the Company's then outstanding shares.
More Definitions of Change of Control Provision
Change of Control Provision shall have the meaning set forth in --------------------------- Section 4.3 hereof.
Change of Control Provision means, in the case of any Contract to which the Company or any of its Subsidiaries is a party, a provision contained in such Contract to the effect that a sale, transfer or other disposition to any Person who is not an Affiliate of the Seller of a specified portion of the Equity Interests in the Company will result in a violation or breach of, or constitute a default under, or constitute an event creating rights in any Third Party of acceleration, termination, amendment, suspension, revocation or cancellation or a loss of the rights of the Company or any of its Subsidiaries under, such Contract.
Change of Control Provision added to the Employment Agreement by virtue of Section 1 of the amendment dated October 3, 2001 is hereby deleted in its entirety.
Change of Control Provision means any provision which --------------------------- would give rise to any actual or potential (A) event of default under a Debt Agreement or (B) restriction on, requirement of (including, without limitation, any requirement relating to any put right of security holders), or other adverse effect on the Company or any of its subsidiaries as the result of the happening of a "change of control" of the Company however defined, but including without limitation any provision relating to (i) ownership by any Person of more or less than a specified percentage of outstanding Common Stock, (ii) a change in the Board of Directors not approved by the previously incumbent directors or (iii) a merger, sale of all or substantially all the Company's assets or other business combinations involving the Company or any of its subsidiaries, except that Change of Control Provision shall not include a provision as to which the Stockholder notifies the Company in writing before the Company enters into any agreement, instrument or other commitment containing such provision that, in the reasonable judgment of the Stockholder, such provision would not have a material adverse effect on the Stockholder's ability to sell the shares of Common Stock then owned by the Stockholder.
Change of Control Provision means any provision in any agreement, contract, or other document of the Debtors, including any Executory Contract or Unexpired Lease (including, without limitation, any direct or indirect “change in control”, “change of control” or “anti- assignment” provision, or provision with words of similar import) that, directly or indirectly,
Change of Control Provision means any contractual provision whereby the occurrence of a change of control of a party to a Contract either directly or indirectly causes an alteration of the terms and conditions of such Contract or confers contractual rights upon the other party to such Contract including rights to purchase assets or rights to terminate all or any term of such Contract;
Change of Control Provision means any provision in any agreement, contract, or other document of the Debtors, including any Executory Contract or Unexpired Lease (including, without limitation, any direct or indirect “change in control”, “change of control” or “anti-assignment” provision, or provision with words of similar import) that, directly or indirectly, (a) prohibits, restricts or conditions (or purports to prohibit, restrict or condition) (i) any Debtor’s or any Reorganized Debtor’s assumption or assumption and assignment (as applicable) of such Executory Contract or Unexpired Lease or (ii) the Confirmation or Consummation of this Plan or the Restructuring Transactions or (b) modifies (or permits the termination or modification of) such Executory Contract or Unexpired Lease or the Debtors’ rights or obligations thereunder, including through an increase, acceleration or other alteration of any obligations or liabilities or the creation or imposition of any Lien, as a result of, or is breached by (i) the commencement of the Chapter 11 Cases or the insolvency or financial condition of any Debtor at any time before the closing of its