Change of Control, Etc. A Change of Control shall have occurred.
Change of Control, Etc. The Company shall not (i) merge or consolidate with or into any person, (ii) sell, assign, lease, license or otherwise dispose of (whether in one transaction or in a series of transactions) all or substantially all of its assets (whether now owned or hereafter acquired) to any person, or (iii) issue or sell securities of the Company (whether in one transaction or in a series of transactions) such that the shareholders of the Company as of the date of this Agreement hold or will hold less than a majority of the outstanding (on a fully-diluted basis) equity securities or voting power of the Company (“Change of Control”).
Change of Control, Etc. There shall occur a Change in Control of Borrower.
Change of Control, Etc. Any of the following shall occur: (i) any Person or group of Persons shall have become, after the date hereof, the beneficial owner of equity interests of the Borrower representing ten percent (10%) or more of the combined voting power of the then-outstanding equity interests of Borrower; or (ii) the Manager(s) of the Borrower shall cease to consist of a majority of the individuals who constituted the Manager(s) immediately following the consummation of the Closing.
Change of Control, Etc. Any Change of Control or Loss of Key Management occurs.
Change of Control, Etc. Upon any event, including but not limited to the occurrence of a Change of Control or Asset Sale (each as defined in
Section 1.01 of each of the Indentures (as defined in the 10% Preferred Stock Certificate of Resolution)), requiring the making of an offer to repurchase the 12% Senior Notes of the Company, then the provisions governing such event, including but not limited to the Change in Control Offer (set forth in Section 4.16 of each of the Indentures) and the Asset Proceeds Offer (set forth in Section 4.17 of each of the Indentures), shall apply to the 10% Preferred Stock and the Company shall make an offer to repurchase the outstanding shares of 10% Preferred Stock at an offer price equal to 100% of the aggregate liquidation preference thereof plus accrued and unpaid dividends thereon to the date of purchase, and within the time periods and on the other terms and conditions provided for in the Indentures. In the event of any amendment, modification, supplement or termination of the Indentures, notwithstanding such amendment, modification, supplement or termination, this Section 4.8 shall continue to apply as an obligation of the Company.
Change of Control, Etc. Without the prior approval of each Purchaser, the Parent shall not (i) merge or consolidate with or into any person, (ii) sell, assign, lease, license or otherwise dispose of (whether in one transaction or in a series of transactions) all or substantially all of its assets (whether now owned or hereafter acquired) to any person, or (iii) issue or sell securities of the Parent (whether in one transaction or in a series of transactions) such that the shareholders of the Parent as of the date of this Agreement hold or will hold less than a majority of the outstanding (on a fully-diluted basis) equity securities or voting power of the Parent (“Change of Control”).
Change of Control, Etc. The Borrower shall not at any time (a) permit a Change of Control to occur; (b) fail to cause 100% of the outstanding Capital Stock of the Eligible Subsidiaries and all other Active Subsidiaries to be pledged to the Collateral Agent pursuant to the Pledge Agreements; or (c) amend, alter, repeal, modify or change the Pen Holdings Charter in any respect without the prior written consent of the Agents.
Change of Control, Etc. Any of the following shall occur: (i) ----------------------- any Person or group of Persons, other than the ESOP, acting in concert as a partnership or other group shall, as a result of a tender or exchange offer, open market purchases, privately negotiated purchases or otherwise, have become, after the date hereof, the "beneficial owner" (within the meaning of such term under Rule 13d-3 under the Securities Exchange Act) of securities of the Borrower representing 15% or more of the combined voting power of the then outstanding securities of Borrower ordinarily (and apart from rights) accruing under special circumstances) having the right to vote in the election of directors; or (ii) the Board of Directors of the Borrower shall cease to consist of a majority of the individuals who constituted the Board of Directors immediately following the consummation of the Closing or who shall become a member thereof subsequent to the date hereof after having been nominated, or otherwise approved in writing, by at least a majority of individuals who constitute the Board of Directors of the Borrower immediately following the consummation of the Closing.
Change of Control, Etc. If the Company is involved in a merger, if the majority of votes in the Company changes hands or if the board of directors fundamentally changes the business strategy or the CEO’s powers to the extent that the CEO ranks equal or lower to any other executive officer of the Company, the CEO will be entitled – by written notice to the board of directors no later than one month after the effective date of such change – to consider such change as a notice of dismissal by the Company effective from expiry of the notice to be given by the Company. In such case, the CEO will be entitled to be immediately released from duty to work, and to receive full pay during the entire notice period, regardless of whether the CEO obtains other employment, income or pension during that period. If the CEO decides not to consider such change as a notice of dismissal by the Company, the notice to be given by the Company will then be extended to [insert number of months] months and the notice to be given by the CEO will be reduced to [insert number of months] months.
