Notice of Change in Control definition

Notice of Change in Control as defined in Section 2.11(b).
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Examples of Notice of Change in Control in a sentence

  • In the event that any Lender shall have exercised such right as set forth above, (i) the Borrower shall prepay, without premium or penalty but subject to Section 2.14(c), all the outstanding Loans of such Lender and (ii) the Commitment of such Lender shall automatically terminate in whole, in each case on the date that is the 60th day following the date on which the Notice of Change in Control shall have been delivered by the Borrower.

  • Any direct or indirect change of control of Seller (whether voluntary or by operation of law) will not be deemed an assignment, such that Notice of Change in Control is not required.

  • The Non-Affected Party may exercise the rights of termination described in the two preceding sentences by giving a Notice of termination, specifying the date of termination, to the Affected Party at any time prior to the end of the 60th day following the receipt by the Non-Affected Party of the applicable Notice of Change in Control given by the Affected Party pursuant to the first sentence of this Section.

  • For the avoidance of doubt, the Independent Accountant shall not make any determination with respect to any matter other than those matters in the Notice of Change in Control Payment Adjustment Disagreement that remain in dispute.

  • With respect to each disputed line item, such determination, if not in accordance with the position of either Sellers’ Representative or Buyer, shall not be in excess of the higher, nor less than the lower, of the amounts advocated by Buyer in the Notice of Change in Control Payment Adjustment Disagreement or Sellers’ Representative in the Initial Change in Control Payment Statement with respect to such disputed line item.

  • Securities in respect of which a Purchase Notice or Change in Control Purchase Notice, as the case may be, has been given by the Holder thereof may not be converted into shares of Series A Common Stock on or after the date of the delivery of such Purchase Notice or Change in Control Purchase Notice, unless such Purchase Notice of Change in Control Purchase Notice, as the case may be, has first been validly withdrawn as specified in the following two paragraphs.

  • For purposes of this Agreement, a "Notice of Change in Control Agreement Termination" shall mean a notice which shall indicate the specific termination provision in this Agreement relied upon and shall set forth, in reasonable detail, the facts and circumstances claimed to provide a basis for termination of your employment under the provision so indicated.

  • In the event that any Lender shall have exercised such right as set forth above, (i) the Borrower shall prepay, without premium or penalty but subject to Section 2.14(c), all the outstanding Loans of such Lender or (ii) the Commitment of such Lender shall automatically terminate in whole, as applicable, in each case on the date that is the 60th day following the date on which the Notice of Change in Control shall have been delivered by the Borrower.

  • Notice of Change in Control and Indirect Transfer...................................

  • Notice of Change in Control......................................................

Related to Notice of Change in Control

  • 409A Change in Control means a "Change in Control" which also constitutes a change in ownership or effective control of the Company or a change in the ownership of a substantial portion of the assets of the Company, all within the meaning of § 409A.

  • Change in Control Date means the date on which a Change in Control occurs.

  • Qualifying Change in Control means the date on which there occurs a Change in Control that also qualifies as: (i) a change in the ownership of the Corporation, as determined in accordance with Section 1.409A-3(i)((5)(v) of the Treasury Regulations, (ii) a change in the effective control of the Corporation, as determined in accordance with Section 1.409A-3(i)((5)(vi) of the Treasury Regulations, or (iii) a change in the ownership of a substantial portion of the assets of the Corporation, as determined in accordance with Section 1.409A-3(i)((5)(vii) of the Treasury Regulations.

  • Change in Control Period means the period beginning three (3) months prior to a Change in Control and ending twelve (12) months following a Change in Control.

  • Change in Control means the occurrence of any of the following events: