Change in Control Put Sample Clauses

Change in Control Put. (a) No later than five (5) days following the consummation of a Change of Control Transaction, but not prior to the public announcement of such Change of Control Transaction, the Company shall deliver written notice thereof via facsimile and overnight courier to the Holder (a “
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Change in Control Put. The Borrower shall notify the Agent of the occurrence of a Change in Control within one Business Day thereof, and the Agent shall promptly thereafter notify the Lenders thereof. At any time prior to the 30th day following delivery of the notice by the Agent pursuant to the preceding sentence (the “Purchase Date”), each Lender shall have the right, by notice to the Borrower and the Agent, to require the Borrower, on the Purchase Date, to prepay in full (but not in part) the outstanding principal amount of such Lender’s Loans at a purchase price equal to 101% of the principal amount thereof, together with accrued and unpaid interest on the principal amount thereof to but excluding the date of payment, and all other amounts then due to such Lender (including amounts payable under Section 2.15) under the Loan Documents.
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Change in Control Put. (a) In the event that a Change in Control shall occur, each Holder shall have the right (a "Change in Control Repurchase Right"), at the Holder's option, but subject to the provisions of Section 12.1(a) hereof, to require the Company to repurchase, and upon the exercise of such right the Company shall repurchase, all of such Holder's Securities not theretofore called for redemption, or any portion of the principal amount thereof that is equal to $1,000 or an integral multiple thereof as directed by such Holder pursuant to Section 12.3 (provided that no single Securities may be repurchased in part unless the portion of the principal amount of such Securities to be outstanding after such repurchase is equal to $1,000 or an integral multiple thereof), on the date (the "Change in Control Repurchase Date") that is a Business Day no earlier than 30 days nor later than 60 days after the date of the Company Notice at a purchase price in cash equal to 100% of the principal amount of the Securities to be repurchased (the "Change in Control Repurchase Price"), plus accrued and unpaid interest (including Contingent Interest) to, but excluding, the Change in Control Repurchase Date; provided, however, that installments of interest (including Contingent Interest) on Securities whose Maturity is prior to or on the Change in Control Repurchase Date shall be payable to the Holders of such Securities, registered as such on the relevant regular record date. A "Change in Control" shall be deemed to have occurred if, as a result of any transaction or series of transactions, any of the following occurs after the date hereof:
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Change in Control Put. For a period commencing on the date that there has been a change in control of Suiza and ending 15 calendar days after all holders of Warrants receive notice that there has been a change in control of Suiza (the "Change in Control Put Period"), each Purchaser shall have the right and option (the "Change in Control Option") to sell to Suiza and to require Suiza to purchase from such Purchaser and his Permitted Transferees, at the Call Price, all of such holder's right, title and interest in the Warrants held by such Purchaser and his Permitted Transferees. For purposes of this paragraph 5C, a change in control of Suiza shall be deemed to occur when (i) Suiza shall have been merged or consolidated with or into another corporation, shall have sold, leased or otherwise disposed of all or substantially all of its assets, and as the result thereof the stockholders of Suiza shall own less than 50% of the common stock of the surviving corporation after such transaction, (ii) the stockholders of Suiza shall have adopted a plan of liquidation, or (iii) any corporation, person or group (within the meaning of Sections 13(d) and 14(d)(2) of the Exchange Act), becomes the beneficial owner (within the meaning of Rule 13d-3 under the Exchange Act) of voting securities of Suiza representing more than 50% of the total number of votes eligible to be cast at any election of directors of Suiza. Suiza shall give the Purchasers 15 calendar days prior notice of any anticipated change of control of Suiza pursuant to clauses (i) and (ii) above and, to the extent practicable clause, (iii) above and shall give the Purchasers prompt notice of the actual occurrence of a change of control.
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Change in Control Put 
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Related to Change in Control Put

  • Change in Control For purposes of this Agreement, a "Change in Control" shall mean any of the following events:

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

  • Upon a Change in Control If a Change in Control shall have occurred at any time during the period in which this Agreement is effective, this Agreement shall continue in effect for (i) the remainder of the month in which the Change in Control occurred and (ii) a term of 12 months beyond the month in which such Change in Control occurred (such entire period hereinafter referred to as the "Protected Period"). Note that in certain circumstances defined and set forth below, provisions of this Agreement shall survive for longer than the period described above.

  • Change in Control Vesting The shares of Common Stock underlying each Tranche of Performance Shares may also vest on an accelerated basis in accordance with the applicable provisions of Paragraph 4 of this Agreement should a Change in Control occur after the start but prior to the completion of the Performance Period applicable to that particular Tranche or the Certification Date. Issuance Date: The shares of Common Stock which actually vest and become issuable pursuant to each Tranche of Performance Shares shall be issued in accordance with the provisions of this Agreement applicable to the particular circumstances under which such vesting occurs.

  • Change of Control There occurs any Change of Control; or

  • Covered Termination During a Change in Control Period If Executive experiences a Covered Termination during a Change in Control Period, and if Executive delivers to the Company a Release of Claims that becomes effective and irrevocable within sixty (60) days, or such shorter period of time specified by the Company, following such Covered Termination, then in addition to any accrued but unpaid salary, bonus, vacation and expense reimbursement payable in accordance with applicable law, the Company shall provide Executive with the following:

  • Change in Control Severance If, following the occurrence of a Change in Control, the Company or an Affiliate terminates the Executive's employment during the Post-Change Period other than as described in clause (i), (ii) or (iii) of Section 8(a), or if the Executive terminates his employment pursuant to Section 8(b), the Executive shall not be entitled to the severance compensation described in Section 7, and the Company will (i) pay or cause to be paid to the Executive the amounts described in Sections 8(c)(1), 8(c)(2), 8(c)(3), 8(c)(6) and 8(c)(7) within five business days after the Termination Date; (ii) pay or cause to be paid to the Executive the amount described in Section 8(c)(4), such amount to be payable no earlier than the date on which such Incentive Pay, if any, would have been paid under the applicable plan or policy of the Company absent such termination of employment; and (iii) provide the Executive the benefits described in Section 8(c)(5) for the period described therein.

  • Change in Control Termination For purposes of this Agreement, a “Change in Control Termination” means that while this Agreement is in effect:

  • Change in Control Bonus “Change in Control Bonus” has the meaning set forth in Section 5a(iii)(1).

  • After a Change in Control (i) From and after the date of a Change in Control (as defined in section 3(a) hereof) during the term of this Agreement, the Company shall not terminate the Employee from employment with the Company except as provided in this section 2(b), or as a result of the Employee's Disability (as defined in section 3(d) hereof) or his death.

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