Merger, Consolidation or Change in Control. In the event that the Company shall be a constituent corporation in a consolidation or merger, whether the Company is the resulting or surviving corporation or is absorbed, or if there is a change in control of the Company as defined in Section 6 hereof, Indemnitee shall stand in the same position under this Agreement with respect to the resulting, surviving or changed corporation as he would have with respect to the Company if its separate existence had continued or if there had been no change in the control of the Company.
Merger, Consolidation or Change in Control. If the Company is a constituent corporation in a merger or consolidation, whether the Company is the resulting or surviving corporation or is absorbed as a result thereof, or if there is a change in control of the Company, or a sale or other complete disposition of all or substantially all of the assets of the Company, Indemnitee shall stand in the same position under this Agreement with respect to the resulting, surviving, changed or acquiring corporation or other entity as Indemnitee would have with respect to the Company if its separate existence had continued or if there had been no change in control of the Company or a sale or other complete disposition of all or substantially all of the assets of the Company.
Merger, Consolidation or Change in Control. In the event of a Change in Control, all restrictions on the Restricted Shares will lapse, the dividends credited to you pursuant to Section 7 will become payable, the Restricted Shares shall be vested and fully transferable and the provisions of Section 1(b) shall apply. For purposes of this Letter Agreement, “Change in Control” shall be as defined in Section 14 of the Plan, provided that notwithstanding the provisions of Section 14(c) of the Plan relating to stockholder approval of a transaction constituting a Business Combination (as defined in Section 14(c)), a Change in Control with respect to a Business Combination shall not occur prior to the date of consummation of such transaction.
Merger, Consolidation or Change in Control. In the event of a Change-in-Control as defined in Section 14 of the Plan, all holding period and vesting exercise restrictions will lapse and the Options will become immediately exercisable in full and the one (1) month period set forth in paragraph (3) (a) above will be extended to three (3) years.
Merger, Consolidation or Change in Control. In the event of a Change in Control, all holding period and vesting exercise restrictions will lapse and the Options will become immediately exercisable in full and the 30 day period set forth in paragraph (3)(a) above will be extended to three (3) years. For purposes of this Agreement, "Change in Control" shall be as defined in Section 14 of the Plan, provided that notwithstanding the provisions of Section 14(c) of the Plan relating to stockholder approval of a transaction constituting a Business Combination (as defined in Section 14(c)), a Change in Control with respect to a Business Combination shall not occur prior to the date of consummation of such transaction.
Merger, Consolidation or Change in Control. In the event of a Change in Control, all restrictions will lapse and the Restricted Units shall be vested and payable in full. For purposes of this Letter Agreement, "Change in Control" shall be as defined in Section 14 of the Plan, provided that notwithstanding the provisions of Section 14(c) of the Plan relating to stockholder approval of a transaction constituting a Business Combination (as defined in Section 14(c)), a Change in Control with respect to a Business Combination shall not occur prior to the date of consummation of such transaction.
Merger, Consolidation or Change in Control. In the event of a Change in Control as defined in Section 13 of the Plan, as amended by the Board of Directors of the Company on February 18, 1998, prior to the termination of the Continuation Period, all holding period and vesting exercise restrictions will lapse and the your options will become immediately exercisable in full and the 30-day period set forth in paragraph (3)(a) above will be extended to three years.
Merger, Consolidation or Change in Control. If (1) the Company is a constituent corporation in a merger or consolidation, whether the Company is the resulting or surviving corporation or is absorbed as a result thereof, or (2) the Company is converted into another type of entity, or (3) if there is a change in control of the Company, or a sale or other complete disposition of all or substantially all of the assets of the Company, Indemnitee shall stand in the same position under this Agreement with respect to the resulting, surviving, changed, acquiring or converted corporation or other entity as Indemnitee would have with respect to the Company if its separate existence had continued or if there had been no change in the control of the Company or a sale or other complete disposition of all or substantially all of the assets of the Company. If there has not been a change in control of the Company after the date of this Agreement, the determination of (i) the rights of Indemnitee to indemnification and payment of expenses under this Agreement or under the provisions of TPI’s Certificate of Incorporation and the Bylaws, (ii) standard of conduct and (iii) evaluation of the reasonableness of amounts claimed by Indemnitee shall be made by a majority of TPI’s Board of Directors who are not a party to the claim or such other body or persons as may be permitted by Law. If there has been a change in control of the Company after the date of this Agreement, such determination and evaluation shall be made by a special, independent counsel who is selected by Indemnitee and approved in writing by the Company, which approval shall not be unreasonably withheld or delayed, and who has not otherwise performed services for Indemnitee or the Company.
Merger, Consolidation or Change in Control. If a merger or consolidation by PSI with another corporation, or the acquisition of substantially all of the assets or outstanding stock of PSI by another corporation other than PSI Resources, Inc. (“Resources”) or any of its subsidiaries or affiliates, or a Change in Control of Resources occurs, then the obligations and responsibilities of PSI under this Agreement shall be assumed by any successor, acquiring corporation, or controlling entity, and all of the rights, privileges, and benefits of Xxxxxx under this Agreement shall continue.
Merger, Consolidation or Change in Control. In the event that there is a Change in Control (as defined in Section 7(a)), Indemnitee shall stand in the same position under this Agreement with respect to the resulting, surviving or changed corporation as [he/she] would have with respect to the Company if its separate existence had continued or if there had been no Change in Control.
