Change of Control Defined. For purposes of this Agreement, a “Change of Control” shall mean:
Change of Control Defined. Change of Control" shall mean:
Change of Control Defined. For purposes of this Agreement, a Change of Control shall be deemed to have occurred in the event of:
Change of Control Defined. For purposes of this Agreement, a “Change of Control” shall mean the occurrence of a “change in the ownership,” a “change in the effective control” or a “change in the ownership of a substantial portion of the assets” of the Company during the Term, as determined in accordance with this Section 7(b). In determining whether an event shall be considered a “change in the ownership,” a “change in the effective control” or a “change in the ownership of a substantial portion of the assets” of the Company, the following provisions shall apply:
Change of Control Defined. For purposes of this Section, the term “Change of Control” shall mean the occurrence of one or more of the following events:
Change of Control Defined. For purposes of this Agreement, a "Change of Control" means the first of the following events to occur following the date hereof:
Change of Control Defined. For purposes of this Agreement, a "Change of Control" will be deemed to have occurred upon the earliest to occur of the following events:
Change of Control Defined. For purposes of this Agreement, the term Change of Control shall mean and include the following transactions or situations:
Change of Control Defined. For purposes of this Agreement a ------------------------------ "Change of Control" shall be deemed to have occurred if there shall be consummated (i) any consolidation or merger of the Company in which the Company is not the continuing or surviving corporation or pursuant to which shares of the Company's common stock would be converted into cash, securities or other property, other than a merger of the Company in which the holders of the Company's Common Stock immediately prior to the merger have the same proportionate ownership of common stock of the surviving corporation immediately after the merger, or (ii) any sale, lease, exchange or other transfer (in one transaction or a series of related transactions) of all, or substantially all, of the Company's assets (except a sale and simultaneous leaseback of the same assets), or (iii) the Company's shareholders approve any plan or proposal for the liquidation or dissolution of the Company, or (iv) any person (as such term is used in Sections 13(d) and 14(d)(2) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")) ("Person"), other than an Excluded Person (as hereinafter defined), shall become the beneficial owner (within the meaning of Rule 13d-3 under the Exchange Act) of fifteen per cent (15%) or more of the Company's outstanding Common Stock or (v) during any period of two (2) consecutive years, individuals who at the beginning of such period constitute the entire Board of Directors of the Company shall cease for any reason to constitute a majority thereof unless the election, or the nomination for election by the Company's shareholders, of each new director was approved by a vote of at least two-thirds (2/3) of the directors then still in office who were directors at the beginning of the period. For purposes of this Agreement, an "Excluded Person" shall be any Person who as of the Effective Date hereof owns beneficially over 10% of the Common Stock of the Company (or would own beneficially over 10% of the Common Stock of the Company if all warrants or options held by such person were currently exercisable, unless such Person after the date hereof acquires the beneficial ownership of an additional 2% of the Common Stock of the Company (other than pursuant to options and warrants outstanding on the date hereof) which was not approved by at least two-thirds (2/3) of the directors then still in office who were directors as of the Effective Date hereof.
