Purchase Event Sample Clauses

Purchase Event. The term "Purchase Event" shall mean either of the following events or transactions occurring after the date hereof:
Purchase Event. Any of (i) the purchase of all the Pooling REMIC 1 Regular Interests, (ii) the purchase of all the Pooling REMIC 2 Regular Interests or (iii) the purchase of the Pooling REMIC 1 Regular Interests and the Pooling REMIC 2 Regular Interests.
Purchase Event. For purposes of this Agreement, any one of the following events shall constitute a “Purchase Event”:
Purchase Event. As used herein, "Purchase Event" shall mean: (i) the Board of Directors of Heritage shall not have recommended that the shareholders of Heritage reject a publicly disclosed offer to Heritage's shareholders to engage in an Acquisition Transaction with any person other than Acquiror or its Subsidiaries; (ii) Heritage, without having received Acquiror's prior written consent, shall have entered into an agreement to engage in an Acquisition Transaction with any person (other than Acquiror or its Subsidiaries); (iii) Heritage or any of its Representatives shall have breached Section 6.7 of the Merger Agreement; or (iv) a proposal is made by a third party to Heritage or its shareholders to engage in an Acquisition Transaction and Heritage shall have willfully breached any of its representations, warranties, covenants or agreements contained in the Merger Agreement which breach would entitle Acquiror to terminate the Merger Agreement (without regard to the cure periods provided for therein) and such breach shall not have been cured prior to the Notice Date (as defined below). If more than one of the transactions giving rise to a Purchase Event under this Section 3(b) is undertaken or effected, then
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Purchase Event. 4 (d) Notice by Issuer. . . . . . . . . . . . . . . . 4 (e)
Purchase Event. The term Purchase Event shall mean the first date on which shares of common stock of Kirin Pharma held of record by Kirin Holdings of which Kirin Holdings is a Beneficial Owner cease to constitute at least [*] of the total number of shares of common stock of Kirin Pharma on a fully diluted basis or cease to represent at least [*] of the votes entitled to be cast on any matter by holders of Equity Securities of Kirin Pharma; provided that, if Kirin Holdings acquires [*] of the outstanding Equity Securities of Target and concurrently therewith or thereafter consummates a Transitional Transaction, then the fact that Kirin Holdings owns of record less than [*] of the outstanding common stock of Kirin Pharma shall not constitute a Control Event if (i) Target holds of record [*] of the outstanding shares of common stock of Kirin Pharma, (ii) Kirin Holdings holds of record [*] of the outstanding Equity Securities of Target, and (iii) within [*] days following Kirin Holdings’ contribution to Target of shares of common stock of Kirin Pharma, Kirin Pharma is merged into Target in a transaction constituting a Qualified Public Merger.
Purchase Event. Kirin shall provide Amgen with confidential written notice (containing, with respect to an event referred to in clause (a), a reasonably detailed description of the proposed agreement or transaction) of (a) its expected entry into any agreement or transaction providing for a Purchase Event, not later than [*] calendar days prior to entering into such agreement or transaction, and (b) the occurrence of a Purchase Event within [*] calendar days following such occurrence. Such notice shall be deemed given when such notice is received. Upon the occurrence of a Purchase Event, (i) Amgen shall have the option, which it may exercise by giving written notice thereof to Kirin and Corporation at any time on or prior to the [*] calendar day following its receipt of notice of the occurrence of such Purchase Event, to elect to purchase [*] of the Equity Securities of Corporation held by Kirin (the “Kirin Shares”) in accordance with Paragraphs 14.03 and 14.04, as amended, and (ii) the Corporation shall be entitled to, and Amgen may (by written notice given, in its sole discretion, on Corporation’s behalf), at any time following such occurrence, terminate any or all of the agreements between Corporation, on the one hand, and Kirin and/or Kirin Pharma, on the other hand, including any or all of the Kirin/Amgen Agreements, and each such agreement is hereby amended to so provide.
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