CIC Event definition

CIC Event means a change of control of the Company whereby: ​ (i) any corporation, person, or other entity, including a group, becomes the beneficial owner of 51% or more of the combined voting power of the Company’s then outstanding securities; ​ (ii) due to the consummation of a merger, reorganization or consolidation of the Company, the shareholders of the Company immediately prior to the merger, reorganization or consolidation no longer own 51% or more of the combined voting power of the merged, reorganized or consolidated company; ​ (iii) due to the sale, transfer, or other disposition of all or substantially all of the assets of the Company, the shareholders of the Company immediately prior to the sale, transfer or other disposition of assets no longer own 51% ​ ​ or more of the combined voting power of the entity to which assets were sold or transferred; ​ (iv) a plan of liquidation of the Company is consummated; or ​ (v) within any two (2) year period, a majority of the Company’s Board of Director positions are no longer held by the same directors, other than as a result of any settlement of a proxy contest or attempt to avoid a proxy contest. ​
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CIC Event means such term as defined in Section 6.2.
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CIC Event has the meaning set forth in Section 7.06(b).
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Examples of CIC Event in a sentence

  • The expenses of administering the Plan shall be borne by the Employers, provided that, prior to a CIC Event, the Committee may direct that assets of the trust, if any, shall be applied to pay such expenses.

  • Following the occurrence of a CIC Event, no amendment of the Plan may be made without the written consent of the Board, except for amendments necessary to comply with applicable law.

  • Payment will be made to the Grantee as promptly as practicable after the Committee’s certification of attainment of the Performance Goal, CIC Event, or Unscheduled Vesting Date, as the case may be, and in any event no later than the 15th day of the third month following the end of the first taxable year in which the award is no longer subject to a substantial risk of forfeiture.

  • The Executive will remain eligible to vest in the Performance-Based RSUs provided he remains employed during the performance period or, following the Closing Date and prior to the expiration of the applicable performance period, in the event the Executive incurs a Qualifying Termination, a Qualifying CIC Event or a termination of employment due to death or Disability, subject in each case to achievement of the performance goals.

  • Following the occurrence of a CIC Event, no amendment of the Plan or of any Rule may be made without the written consent of the Board, except for amendments necessary to comply with applicable law.

  • In the event of an Involuntary Separation From Service, other than for Cause, that is not on account of a CIC Event, the Executive is entitled to a cash Severance Benefit equal to 12 months' of base salary.

  • Competitors must notify the CIC Event Manager of any electrical equipment they are bringing (i.e. hot plate, hand mixer, etc.) prior to arriving at the CIC.

  • Any such PRSUs that are non-qualified deferred compensation subject to Section 409A, shall be settled, as applicable, within 60 days of the Separation from Service or 409A CIC Event, provided that if the Change in Control is not a 409A CIC Event, the PRSUs shall be settled on the 120th day following the Separation from Service.

  • As used herein, “Plan Value” means the last reported sale price of a share of Common Stock on the New York Stock Exchange Composite Transactions on the date of the Committee’s certification of attainment of the Performance Goal, CIC Event, or Unscheduled Vesting Date, as applicable.

  • Any such RSUs that are non-qualified deferred compensation subject to Section 409A, shall be settled, as applicable, within 60 days of the Separation from Service or 409A CIC Event, provided that if the Change in Control is not a 409A CIC Event, the RSUs shall be settled on the 120th day following the Separation from Service.


More Definitions of CIC Event

CIC Event has the meaning set forth in Section 7.06(b). “CIC Shareholder” has the meaning set forth in Section 7.06(b). “Class A Shares” has the meaning set forth in the recitals. “Class B Shares” has the meaning set forth in the recitals. “Closing” means the closing of the transactions contemplated by the Investment Agreements. “Closing Date” means the date on which the Closing occurs. “Commercial Relationship Agreement” has the meaning set forth in the recitals. “Company” has the meaning set forth in the recitals. “Company Value” has the meaning set forth in Section 7.06(c). “Competitor” means any Person who, by itself or through or together with any of its Subsidiaries, is substantially engaged in the provision of nuclear power plant technology and/or nuclear fuel supply. “Confidential Information” has the meaning set forth in Section 5.01(a). “Control” of any Person (including the terms “Controlling,” “Controlled by” and “under common Control with”) means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of such Person, whether through the ownership of a majority of the voting securities, by contract or otherwise; provided, however, that when securities representing at least one-third of the voting rights at a shareholders meeting of any Person are acquired by a Competitor, Control of such Person shall be deemed changed for the purpose of this Agreement, unless such Person effectively proves such acquirer doesn’t have the power described herein. “Coordination Manager” has the meaning set forth in Section 4.06(b). “Coordination Office” has the meaning set forth in Section 4.06(a).
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Related to CIC Event

  • Change of Control Triggering Event means the occurrence of both a Change of Control and a Rating Event.

  • Public event means any event that can be attended by the

  • Company Triggering Event shall be deemed to have occurred if: (a) the Company shall have made a Company Board Adverse Recommendation Change; (b) the Company Board or any committee thereof shall have publicly approved, endorsed or recommended any Acquisition Proposal; or (c) the Company shall have entered into any letter of intent or similar document relating to any Acquisition Proposal in violation of the terms of the Agreement.

  • 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%.

  • Change in Control Transaction means the occurrence of any of the following events:

  • Control Termination Event shall have the meaning given to such term or any one or more analogous terms in the Lead Securitization Servicing Agreement.

  • Triggering Event means any Section 11(a)(ii) Event or any Section 13 Event.

  • Put Event means the occurrence of:

  • ii) Event means any event described in Section 11(a)(ii) hereof.

  • Change in Control means the occurrence of any of the following events:

  • Company Termination Event has the meaning set forth in Section 10 hereof.

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

  • Change of Control means the occurrence of any of the following events:

  • Exercise Termination Event (i) the Effective Time (as defined in the Merger Agreement) of the Merger; (ii) termination of the Merger Agreement in accordance with the provisions thereof if such termination occurs prior to the occurrence of an Initial Triggering Event, except a termination by Grantee pursuant to Section 8.1(d) of the Merger Agreement (unless the breach by Issuer giving rise to such right of termination is non-volitional); or (iii) the passage of 12 months after termination of the Merger Agreement if such termination follows the occurrence of an Initial Triggering Event or is a termination by Grantee pursuant to Section 8.1(d) of the Merger Agreement (unless the breach by Issuer giving rise to such right of termination is non-volitional) (provided that if an Initial Triggering Event continues or occurs beyond such termination and prior to the passage of such 12-month period, the Exercise Termination Event shall be 12 months from the expiration of the Last Triggering Event but in no event more than 18 months after such termination). The "Last Triggering Event" shall mean the last Initial Triggering Event to expire. The term "Holder" shall mean the holder or holders of the Option.

  • Terminating Event means any 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.

  • ERISA Termination Event means (i) a “Reportable Event” described in Section 4043 of ERISA and the regulations issued thereunder (other than a “Reportable Event” not subject to the provision for 30-day notice to the PBGC under such regulations), or (ii) the withdrawal of a Borrower or any of its ERISA Affiliates from a “single employer” Plan during a plan year in which it was a “substantial employer”, both of such terms as defined in Section 4001(a) of ERISA, or (iii) the filing of a notice of intent to terminate a Plan or the treatment of a Plan amendment as a termination under Section 4041 of ERISA, or (iv) the institution of proceedings to terminate a Plan by the PBGC or (v) any other event or condition which might constitute grounds under Section 4042 of ERISA for the termination of, or the appointment of a trustee to administer, any Plan or (vi) the partial or complete withdrawal of a Borrower or any ERISA Affiliate of such Borrower from a “multiemployer plan” as defined in Section 4001(a) of ERISA.

  • Voting Rights Triggering Event means the failure of the Company to pay dividends on the Preferred Stock with respect to six or more quarterly periods (whether or not consecutive).

  • Initial Triggering Event means any of the following events or transactions occurring after the date hereof:

  • Change in Control Date means the date on which a Change in Control occurs.

  • Acquisition Event means a merger or consolidation in which the Company is not the surviving entity, any transaction that results in the acquisition of all or substantially all of the Company’s outstanding Common Stock by a single person or entity or by a group of persons and/or entities acting in concert, or the sale or transfer of all or substantially all of the Company’s assets.

  • Specified Event has the meaning given to such term in the definition of “Consolidated EBITDA.”

  • Forbearance Termination Event has the meaning set forth in Section 3(a) hereto.

  • Potential Termination Event means an event which, with the passage of time or the giving of notice, or both, would constitute a Termination Event.

  • Rating Event means the rating on the Notes is lowered by each of the Rating Agencies and the Notes are rated below an Investment Grade Rating by each of the Rating Agencies on any day within the 60-day period (which 60-day period will be extended so long as the rating of the Notes is under publicly announced consideration for a possible downgrade by any of the Rating Agencies) after the earlier of (a) the occurrence of a Change of Control and (b) public notice of the occurrence of a Change of Control or the Company’s intention to effect a Change of Control; provided that a Rating Event will not be deemed to have occurred in respect of a particular Change of Control (and thus will not be deemed a Rating Event for purposes of the definition of Change of Control Triggering Event) if each Rating Agency making the reduction in rating does not publicly announce or confirm or inform the Trustee in writing at the request of the Company that the reduction was the result, in whole or in part, of any event or circumstance comprised of or arising as a result of, or in respect of, the Change of Control (whether or not the applicable Change of Control has occurred at the time of the Rating Event).

  • Equity Event is the receipt by Borrower on or after the Effective Date of unrestricted net cash proceeds of not less than Forty Million Dollars ($40,000,000.00) from the issuance and sale by Borrower of its equity securities, on or before March 31, 2016 and the receipt of evidence thereof by Collateral Agent on or before such date, which evidence must be reasonably acceptable to Collateral Agent.