Exercise Event definition

Exercise Event shall have the meaning ascribed to such term in Section 2(c).

Exercise Event shall occur for purposes of this Agreement upon the occurrence of any event or circumstance which, pursuant to the terms of Section 8.05(b) of the Merger Agreement, entitles Bergen to the payment by IVAX of the amount specified therein.

Exercise Event means the occurrence of any of (i) a Parent Triggering Event (as such term is defined in the Merger Agreement), (ii) (A) the public announcement of an acquisition or purchase by any person or "group" (as defined under Section 13(d) of the Exchange Act and the rules and regulations thereunder) of more than a 30% beneficial ownership interest in the total outstanding voting securities of Parent or any of its subsidiaries; or (B) the public announcement or commencement of any tender offer or exchange offer that if consummated would result in any person or "group" beneficially owning 30% or more of the total outstanding voting securities of Parent or any of its subsidiaries.

Examples of Exercise Event in a sentence

• In the event that no Exercise Event shall occur prior to termination of the Option, such Exercise Notice shall be void and of no further force and effect.

• General Instrument Condition 9(b) is applicable.50.Exercise Period:Not Applicable.51.Specified Exercise Dates:Not Applicable.52.Expiration Date:If: (i) an Automatic Early Exercise Event does not occur on any Applicable Date, the Latest Reference Date in respect of the Final Reference Date; or (ii) an Automatic Early Exercise Event occurs on any Applicable Date, the Latest Reference Date in respect of such Applicable Date.

• Unless such transaction shall have been an Automatic Exercise Event, concurrently with the consummation of such transaction, the corporation formed by or surviving any such consolidation or merger, if other than the Company, or the person to which such transfer, sale or lease shall have been made, shall enter into a supplemental Warrant Agreement so providing and further providing for adjustments which shall be as nearly equivalent as may be practical to the adjustments provided for in this Section.

• Except in connection with an Automatic Exercise Event, no warrant may be exercised before August 26, 2007 or after 5:00 PM, Los Angeles time, on August 27, 2007 and to the extent not exercised by, or an Automatic Exercise Event shall not have occurred by, such time, such Warrants shall become void.

• As soon as practicable after an Automatic Exercise Event, the Company shall deliver a notice of such Automatic Exercise Event to each of the holders of the Warrants.

More Definitions of Exercise Event

Exercise Event means any of the events giving rise to the obligation of the Company to pay the $50 million fee under Section 9.5 of the Merger Agreement.

Exercise Event means any event as a result of which Parent is unconditionally entitled to receive a termination fee pursuant to Section 8.5(b) of the Merger Agreement. Notwithstanding the termination of the Option, Parent shall be entitled to purchase the Shares with respect to which it has exercised the Option in accordance with the terms hereof prior to the termination of the Option.

Exercise Event shall occur for purposes of this Agreement upon the occurrence of any event or circumstance which obligates the Grantor, or, in the case of Section 9.05(c)(ii) of the Merger Agreement, may obligate the Grantor in the event a Competing Transaction is consummated within the 12-month period referred to therein, to pay to the Grantee any amount specified pursuant to Section 9.05 of the Merger Agreement.

Exercise Event means (i) any of the events giving rise to the obligation of the Company to pay the $103,000,000 fee under Section 8.5(a) of the Merger Agreement or (ii) the event giving rise to the obligation to pay the $56,650,000 fee under Section 8.5(a) of the Merger Agreement after an event giving rise to the obligation to pay the $46,350,000 fee under Section 8.5(a) of the Merger Agreement has already occurred.

Exercise Event means any of the events giving rise to the obligation of the Company to pay the Termination Fee under Section 8.3 of the Merger Agreement.

Exercise Event means the earliest to occur of (i) the completion of an underwritten public offering of Capital Stock of the Company, (ii) a class of equity securities of the Company is listed on a national securities exchange or authorized for quotation on the Nasdaq National Market or is otherwise subject to registration under the Exchange Act, or (iii) the Separation Date.

Exercise Event means, in respect of a Valuation Date other than the Final Valuation Date, WOk is greater than or equal to the relevant Potential Exercise Levelk (as set out in Annex 2), as determined by the Calculation Agent.