Accelerating Event definition

Accelerating Event means any of the following: (i) the Executive's employment terminates under the circumstances described in Section 3(a), (ii) the Executive is discharged without Cause, (iii) the Executive resigns with Good Reason, or (iv) a Change in Control Entitlement (as defined in Section 5(b)) occurs.
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Accelerating Event. ’ means that, pursuant to any court order, governmental decree or ordinance, or by any other means, the holders of Preference Shares shall have been granted the right to vote, either on a pari passu basis with the holders of ordinary shares or otherwise, at general meetings of the Company on any matters in addition to a material and adverse variation of the rights of the holders of Preference Shares as a class as specified in paragraph 15;
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Accelerating Event means and include any or all of the following: (a) the sale or other transfer of all or substantially all of the assets of Liberty, or the sale or other transfer of Liberty’s interest in the Ethanol Refinery project, in a transaction in which the acquiring entity does not assume all of Liberty’s obligations under this Agreement; (b) the sale or other transfer by all or substantially all of the members of Liberty of their interests in Liberty or their interests, if any, in the Ethanol Refinery project, in one transaction or in a series of related transactions; or (c) a merger of Liberty and as a result thereof, the Public Offering contemplated in Section 3(c) hereof does not occur because all or substantially all of the financing needed to complete the Ethanol Refinery is being provided without the necessity of such Public Offering. The foregoing notwithstanding, the following shall not constitute an Accelerating Event: (i) any transaction whose primary purpose is to change the state of Liberty’s organization so long as the resulting company is obligated to perform Liberty’s obligations under this Agreement, and (ii) any transaction whose primary purpose is to create a holding company that will be owned in substantially the same proportions by the persons who held Liberty’s securities immediately before such transaction, so long as the holding company and Liberty are jointly and severally liable for Liberty’s obligations under this Agreement.
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Examples of Accelerating Event in a sentence

  • Notwithstanding the foregoing, the restriction period shall lapse immediately as to all such shares in the event that an Accelerating Event (as hereinafter defined in Section 4(a)) occurs.

  • A Change in Control Entitlement shall be an Accelerating Event as defined in Section 4(a).

  • In addition, all of the NSO shall vest on and may be exercised at any time on or after an Accelerating Event (as defined in Section 4(a) of the Employment Agreement).

  • Interest hereon shall cease to accrue following the discontinuance of the Accelerating Event as evidenced by written notice from an officer of the Collateral Agent to a responsible officer of the Trustee, and any interest hereon that has accrued but has not yet become due and payable at the time such notice is given shall be extinguished and shall not be required to be paid at any time thereafter.

  • Interest shall accrue from and including the date of occurrence of an Accelerating Event and shall continue to accrue during the continuance of such Accelerating Event.

  • The NSO shall vest and become exercisable immediately upon the earlier of (i) the first date as of which the average closing price of a share of the Company's Common Stock over twenty (20) consecutive trading days is not less than Fifty Dollars ($50.00); (ii) the occurrence of an Accelerating Event (as defined in Section 4(a) of the Employment Agreement); or (iii) February 2, 2004.

  • A Change in Control shall be an Accelerating Event as defined in Section 4(A).

  • As used in this Agreement, the term "Accelerating Event" shall mean any of the following: (i) the Executive's employment terminates under the circumstances described in Section 3(a), (ii) the Executive is discharged without Cause, (iii) the Executive resigns with Good Reason, or (iv) the accrual of Change in Control Entitlements (as defined in Section 5(b)).

  • Interest shall accrue from and including the date of occurrence of an Accelerating Event and shall continue to accrue during the continuance of an Accelerating Event.

  • As used in this Agreement, the term "Accelerating Event" shall mean any of the following: (i) the Executive's employment terminates under the circumstances described in Section 3(a), (ii) the Executive is discharged without Cause, (iii) the Executive resigns with Good Reason, or (iv) a Change in Control Entitlement (as defined in Section 5(b)) occurs.


More Definitions of Accelerating Event

Accelerating Event means (i) the stockholders of the Company approve a merger or consolidation of the Company with any other corporation in which the voting securities of the Company outstanding immediately prior to the merger or consolidation would cease to continue to represent (either by remaining outstanding or being converted into voting securities of the surviving entity) at least 51% of the combined voting power of the voting securities of the Company or such surviving entity outstanding immediately after such merger or consolidation, (ii) more than 30% of the Company's then outstanding voting securities are acquired by any person or Group of Persons, (iii) individuals who constituted the Board when this Plan was adopted (or their approved replacements, as defined below) cease for any reason to constitute a majority of the Board, (iv) the stockholders of the Company approve a sale or other disposition of all or substantially all of the Company's assets, or (v) the Company's shareholders approve a plan or proposal for liquidation or dissolution of the Company. For purposes of (iii) above, a new member of the Board shall be considered an "approved replacement" if his or her election (or nomination for election) was approved by a vote of at least two-thirds of the members of the Board then still in office who were either Board members when this Plan was adopted or were themselves approved as replacement Board members.
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Accelerating Event means any of the following: (i) the Executive's employment
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Accelerating Event means the death or Disability of the CEO.
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Accelerating Event means the occurrence of any of the following at any time after the date the Executive ceases to be the Chief Executive Officer of the Company: (a) The quarterly financial statement of the Company indicates that the tangible net worth of the Company and its subsidiaries taken as a whole (calculated in accordance with generally accepted accounting principles), is less than $90,000,000, provided that such tangible net worth at the time the Executive ceased to be Chief Executive Officer was at least $130,000,000 or, if such tangible net worth at the time the Executive ceased to be Chief Executive Officer was less than $130,000,000, the tangible net worth of the Company declines by $40,000,000; or (b) The Company breaches any material provision of this Agreement including, without limitation, failure by the Company to make timely payment of any Supplemental Pension Benefit, and failure by the Company to rectify such breach within thirty (30) days after written notice of such breach is given to the Company by the Executive; or (c) The Company makes a general assignment for the benefit of creditors or the Company's indebtedness under any loan agreement(s) with its principal lending bank or group of banks is accelerated; or (d) A proceeding under the federal Bankruptcy Code (or a similar state law) is instituted by or against the Company and, if such proceeding is instituted against the Company, is consented to or acquiesced in by the Company or the Company fails
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Accelerating Event means the occurrence of any of the following at any time after the date the Executive ceases to be a senior executive officer: (a) The quarterly financial statement of the Company indicates that the tangible net worth of the Company and its subsidiaries taken as a whole (calculated in accordance with generally accepted accounting principles), is less than $90,000,000, provided that such tangible net worth at the time the Executive ceased to be a senior executive officer was at least $130,000,000 or, if such tangible net worth at the time the Executive ceased to be a senior executive officer was less than $130,000,000, the tangible net worth of the Company declines by $40,000,000; or (b) The Company breaches any material provision of this Agreement including, without limitation, failure by the Company to make timely payment of any Supplemental Pension Benefit, and failure by the Company to rectify such breach within thirty (30) days after written notice of such breach is given to the Company by the Executive; or (c) The Company makes a general assignment for the benefit of creditors or the Company's indebtedness under any loan agreement(s) with its principal lending bank or group of banks is accelerated; or (d) A proceeding under the federal Bankruptcy Code (or a similar state law) is instituted by or against the Company and, if such proceeding is instituted against the Company, is consented to or acquiesced in by the Company or the Company fails 3 3 for a period of sixty (60) days after the commencement thereof to use its best efforts to obtain the dismissal thereof; or (e) A receiver or trustee in bankruptcy is appointed for the Company. SECTION 1.1 (4). "ACTUAL PENSION PLAN BENEFIT" shall mean the amount of the monthly benefit in fact payable to the Executive or his Beneficiary under the Pension Plan.
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Accelerating Event means any of the following occurrences prior to the Maturity Date:
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Related to Accelerating Event

  • Acceleration Event means the occurrence of an Event of Default (a) in respect of which Agent has declared all or any portion of the Obligations to be immediately due and payable pursuant to Section 10.2, (b) pursuant to Section 10.1(a), and in respect of which Agent has suspended or terminated the Revolving Loan Commitment pursuant to Section 10.2, and/or (c) pursuant to either Section 10.1(e) and/or Section 10.1(f).

  • Acceleration Event of Default means an Event of Default under Section 5.1(a), (d), (e) or (f), whatever the reason for such Acceleration Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body.

  • Acceleration Date on any Security means the date, if any, on and after which the principal or any or all installments of interest, or both, are due and payable on any Security which has become accelerated pursuant to the terms of the Security.

  • Liquidity Event of Default with respect to any Liquidity Facility, has the meaning assigned to such term in such Liquidity Facility.

  • Triggering Event of Default means (i) any Event of Default with respect to an obligation of the Mortgage Loan Borrower to pay money due under the Mortgage Loan or (ii) any non-monetary Event of Default as a result of which the Mortgage Loan becomes a Specially Serviced Mortgage Loan (which, for clarification, shall not include any imminent Event of Default (i.e., subclause (vii) of the definition of Special Servicing Loan Event)).

  • Acceleration Notice shall have the meaning specified in Section 6.2.

  • Note Event of Default means any “Event of Default” specified in Section 5.1 of the Indenture.

  • Acceleration Right means the Participant’s right, in certain circumstances, to exercise its outstanding Option as to all or any of the Common Shares in respect of which such Option has not previously been exercised and which the Participant is entitled to exercise, including in respect of Common Shares not otherwise vested at such time;

  • Terminating Event means any of the following events:

  • Potential Event of Default means any event which, with the giving of notice or the lapse of time or both, would constitute an Event of Default.

  • Vesting Event means the earliest to occur of the following events:

  • Default Event means an event or circumstance which leads Operator to determine that a Venue User is or appears to be unable or likely to become unable to meet its obligations in respect of an Order or Transaction or to comply with any other obligation under an Agreement or Applicable Law.

  • Declaration Event of Default means an “Event of Default” as defined in the Declaration.

  • PTC Event of Default means, with respect to each Trust Agreement, the failure to pay within 10 Business Days after the due date thereof: (i) the outstanding Pool Balance of the applicable Class of Certificates on the Final Legal Distribution Date for such Class or (ii) interest due on such Certificates on any Distribution Date (unless the Subordination Agent shall have made an Interest Drawing or a withdrawal from the Cash Collateral Account relating to a Liquidity Facility for such Class, with respect thereto in an aggregate amount sufficient to pay such interest and shall have distributed such amount to the Trustee entitled thereto).

  • Acceleration as defined in Subsection 9.1(e).

  • Liquidating Event has the meaning set forth in Section 13.1 hereof.

  • default value means a value derived from a typical value by the application of pre-determined factors and that may, in circumstances specified in this Directive, be used in place of an actual value;’;

  • Specified Event of Default means an Event of Default under Section 7.01(a), (b), (h) or (i).

  • Payment Event of Default means an Event of Default specified in Section 7.1(a).

  • Triggering Events means Triggering Event I, Triggering Event II and Triggering Event III, collectively.

  • Loan Event of Default means any of the events specified in Section 5.1 of the Loan Agreement, provided that any requirement for the giving of notice, the lapse of time, or both, or any other condition, event or act has been satisfied.

  • Step Up Event means a failure to meet the Minimum Rating Requirement at any time, unless:

  • Liquidating Events shall have the meaning set forth in Section 13.1.

  • Subsequent Triggering Event means any of the following events or transactions occurring after the date hereof: (i) The acquisition by any person (other than Grantee or any Grantee Subsidiary) of beneficial ownership of 25% or more of the then outstanding Common Stock; or (ii) The occurrence of the Initial Triggering Event described in clause (i) of subsection (b) of this Section 2, except that the percentage referred to in clause (z) of the second sentence thereof shall be 25%.

  • Owner Event of Default shall have the meaning set forth in Section 18.3.

  • Book-Up Event means an event that triggers a positive adjustment to the Capital Accounts of the Partners pursuant to Section 5.5(d).