Dividend Event Termination definition

Dividend Event Termination has the meaning specified in Section VII(b).
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Dividend Event Termination has the meaning specified in Section VII(b). “Exchange” means American Stock Exchange or any successor exchange. “Exchange Act” means the Securities Exchange Act of 1934, as amended. “Expected Dividend Amount” has the meaning specified in Section VII(a). “Final Notice Date” means January 4, 2009. “Final Notice Event” means the occurrence of the failure by the Company to provide Citigroup with the Pricing Period Notice by the Final Notice Date. “Indemnified Party” has the meaning specified in Section XIV. “Initial Settlement Date” has the meaning specified in Section II(b). “Initial Share Price” has the meaning specified in Section II(a). “Loss” has the meaning specified in Section X(a). “Loss Notice” has the meaning specified in Section X(a). “Loss of Borrow Termination” has the meaning specified in Section VI(b). “Make-Whole Amount” has the meaning specified in Section III(d). “Market Disruption Event” means any (i) suspension of or limitation imposed on trading by any exchange or market on which the Common Stock is listed for trading, (ii) event that disrupts or impairs (in the reasonable business judgment of Citigroup) the ability of market participants in general to effect transactions in, or obtain market values for, the shares of Common Stock or futures or options contracts relating to the Common Stock or (iii) material decrease, on any Trading Day, in the trading volume for the Common Stock such that in the reasonable business judgment of Citigroup it cannot purchase the contemplated number of shares for such Trading Day. “Maximum Borrow Cost” means 25 basis points per annum based on the closing price per share of Common Stock on the Trading Day immediately preceding the relevant day. “Non-Defaulting Party” has the meaning specified in Section IX. “Number of Initial Shares” has the meaning specified in Section II(a). “Payment Shares” has the meaning specified in Section III(b). “Pricing Period” means the period of Trading Days commencing on the Pricing Period Commencement Date and ending on the Trading Day, on which the Remaining Share Amount is equal to zero. “Pricing Period Commencement Date” has the meaning set forth in Annex C hereto. 2
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Examples of Dividend Event Termination in a sentence

  • Upon the occurrence of a Dividend Event Termination, an Event of Default shall be deemed to have occurred with the Company deemed the Defaulting Party and Citibank, the Non-Defaulting Party.

  • Upon the occurrence of a Dividend Event Termination the Affected Party shall be the Company and Citigroup shall be the Non-Affected Party.

  • Upon the occurrence of a Dividend Event Termination, the “Affected Party” shall be the Company and the Seller shall be the “Non-Affected Party” for purposes of Section X.

  • Upon the occurrence of a Dividend Event Termination, an Event of Default shall be deemed to have occurred with the Company deemed the Defaulting Party and Bank, the Non-Defaulting Party.

  • Upon the occurrence of a Dividend Event Termination, a Termination Event shall be deemed to have occurred with the Company deemed the Terminating Party and Dealer, the Non-Terminating Party.

  • Upon the occurrence of a Dividend Event Termination, an Event of Default shall be deemed to have occurred with the Company deemed the Defaulting Party and Bank of America, the Non-Defaulting Party.

  • Upon the occurrence of a Dividend Event Termination the Affected Party shall be the Company and Citibank shall be the Non-Affected Party.

  • Upon the occurrence of a Dividend Event Termination, an Event of Default shall be deemed to have occurred with the Company deemed the Defaulting Party and Citigroup, the Non-Defaulting Party.

  • Upon the occurrence of a Dividend Event Termination, the Affected Party shall be the Company and GS&Co. shall be the Non-Affected Party.

Related to Dividend Event Termination

  • Event Termination Date See Section 2(e) hereof.

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

  • Company Termination Event means any of the following:

  • Additional Termination Event has the meaning specified in Section 5(b).

  • Change in Control Termination means an “Involuntary Termination Without Cause” or “Resignation for Good Reason,” either of which occurs on, or within three (3) months prior to, or within twelve (12) months following, the effective date of a Change in Control, provided that any such termination is a “separation from service” within the meaning of Treasury Regulation Section 1.409A-1(h). Death and disability shall not be deemed Change in Control Terminations.

  • Share Termination Settled” in relation to the Transaction means that Share Termination Alternative is applicable to the Transaction.

  • Change of Control Termination means (i) a Termination Without Cause of the Employee’s employment by the Employer (other than for death or disability) within twelve (12) months after a Change of Control or (ii) the Employee’s resignation for Good Reason within twelve (12) months after a Change of Control.

  • 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.

  • Compensation Event means any of the following events or circumstances if and to the extent that it interferes adversely with, or causes a failure of, the carrying out of the Design, the Construction or the Services, causes an Unavailability Event or causes Direct Losses to Project Co or any Project Co Person:

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

  • Covered Termination means the termination of Executive’s employment by the Company without Cause or by Executive for Good Reason, and shall not include a termination due to Executive’s death or disability.

  • Automatic Termination shall have the meaning set forth in Section 2.3.2.

  • Unmatured Termination Event means an event that, with the giving of notice or lapse of time, or both, would constitute a Termination Event.

  • Employment Termination Date means, with respect to a Participant, the first day upon which the Participant no longer has an employment or service relationship with the Company or any Related Company.

  • Commitment Termination Event means the earlier of (a) automatically and without notice or further action, the occurrence of any Event of Default described in Section 7.01(i) (Bankruptcy, Insolvency, etc.) with respect to the Borrower and (b) the occurrence and continuation of any other Event of Default under this Agreement pursuant to which either a Commitment Termination Event has been expressly declared or a declaration of the Loan to be due and payable has been given, in each case pursuant to Section 7.03 (Action if other Event of Default).

  • Mandatory Termination Date means the "Termination Date" set forth under "Investment Summary--Essential Information" in the Prospectus for the Trust.

  • Compensation Accrued at Termination means the following:

  • Service Termination Date means the last Day in a month upon which Service shall terminate, as set forth in a Schedule of Service and subject to any renewal thereof.

  • Early Termination Event has the meaning specified in Section 9.2.

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

  • Premium Termination Date With respect to the Series A Certificates, the scheduled maturity date of the Series A Certificates, with respect to the Series B Certificates, the scheduled maturity date of the Series B Certificates and with respect to the Series C Certificates, the scheduled maturity date of the Series C Certificates.

  • Series Termination Date means, with respect to any Series of Notes, the date specified as such in the applicable Series Supplement.

  • 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.

  • Agreement Termination Date is defined in Section 7.4.

  • Employment Termination means the effective date of: (i) Executive’s voluntary termination of employment with the Company with Good Reason, or (ii) the termination of Executive’s employment by the Company without Good Cause.

  • Parent Termination Fee has the meaning set forth in Section 7.3(b).