Exit Events definition

Exit Events means the Listing Exit Event, the Change of Control Exit Event and the Longstop Exit Event;
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Examples of Exit Events in a sentence

  • Except as specifically provided otherwise in this Agreement or any Ancillary Agreement, all costs and expenses incurred by the Parent Group in connection with the Distribution and related transactions shall be paid by Parent, and all costs and expenses incurred by the SpinCo Group in connection with the Distribution and related transactions prior to the Distribution Effective Time shall be paid by SpinCo in accordance with Section 10.08 (Exit Events Expenses) of the LLC Agreement.

  • Consideration from Exit Event under clause 4.3 shall be paid in cash within 15 (fifteen) days from the closing of the Exit Events defined above.

  • Exit Consideration will be paid to Isorad in respect to each Exit Event, in case of multiple Exit Events.

  • Isorad shall be entitled to a fee equal to 1% of the Exit Consideration (the “Exit Fee”) of two Exit Events (i.e. twice) at its choice.

  • In this case, the Funder receives a Bonus Interest on Termination in accordance with his Virtual Share (clause 7.1.2) - possibly reduced as a result of interim Exit Events - in the appreciation of the value of the Group during the term of the Investment Contract.

  • The parties agree that in case of an initial public offering ("IPO") of SAIFUN's securities, merger or acquisition of SAIFUN and/or sale of all or substantially all of the assets of SAIFUN (collectively referred to as "Exit Events"), prior to full payment of the Purchase Price, AMD and FUJITSU may undertake to accelerate and pay the balance of the Purchase Price immediately.

  • For example, upon an Exit Event which results in the vesting of Performance Options pursuant to paragraph (i) of this Section 4(b), any subsequent Exit Events or Final Exit Event shall result in additional vesting of Performance Options only if the Exit Value thresholds identified in paragraphs (ii) and/or (iii) of this Section 4(b) are achieved.

  • In the event of an Exit Event as defined in Clause 11 [Exit Events] the Employee may or may have to transfer or sell their Shares.

Related to Exit Events

  • Exit Event means a transaction or a combination or series of transactions (other than an Initial Public Offering) resulting in:

  • Specified Conditions means, at any time of determination thereof, (a) no Incremental Term Loans in the form of an institutional term loan B facility have been issued and are outstanding pursuant to Section 2.20 of the Credit Agreement and (b) (i) the Company’s “corporate credit rating” from S&P (or such other term as S&P may from time to time use to describe the Company’s senior unsecured non-credit enhanced long term indebtedness, such rating, the “S&P Rating”) shall be at least BBB- (with a stable outlook) and the Company’s “corporate family rating” from ▇▇▇▇▇’▇ (or such other term as ▇▇▇▇▇’▇ may from time to time use to describe the Company’s senior unsecured non-credit enhanced long term indebtedness, such rating, the “▇▇▇▇▇’▇ Rating”) shall be at least Baa3 (with a stable outlook) or (ii) (x) the Company’s S&P Rating shall be at least BBB- (with a stable outlook) or the Company’s ▇▇▇▇▇’▇ Rating shall be at least Baa3 (with a stable outlook) and (y) the Leverage Ratio is less than or equal to 2.50 to 1.00.

  • Exit Load means Load on repurchase/Redemption of Units.

  • Adjustment Events the Partnership makes a distribution on all outstanding OP Units in Partnership Units, (B) the Partnership subdivides the outstanding OP Units into a greater number of units or combines the outstanding OP Units into a smaller number of units, or (C) the Partnership issues any Partnership Units in exchange for its outstanding OP Units by way of a reclassification or recapitalization of its OP Units. If more than one Adjustment Event occurs, the adjustment to the Class B Units need be made only once using a single formula that takes into account each and every Adjustment Event as if all Adjustment Events occurred simultaneously. For the avoidance of doubt, the following events shall not be Adjustment Events: (x) the issuance of Partnership Units in a financing, reorganization, acquisition or other similar business transaction, (y) the issuance of Partnership Units pursuant to any employee benefit or compensation plan or distribution reinvestment plan, or (z) the issuance of any Partnership Units in respect of a capital contribution to the Partnership, including a contribution by the General Partner of proceeds from the sale of securities by the General Partner. If the Partnership takes an action affecting the OP Units other than actions specifically described above as Adjustment Events and, in the opinion of the General Partner such action would require an adjustment to the Class B Units to maintain the one-to-one correspondence described above, the General Partner shall have the right to make such adjustment to the Class B Units, to the extent permitted by law, in such manner and at such time as the General Partner, in its sole discretion, may determine to be appropriate under the circumstances. If an adjustment is made to the Class B Units as herein provided, the Partnership shall promptly file in the books and records of the Partnership an officer’s certificate setting forth such adjustment and a brief statement of the facts requiring such adjustment, which certificate shall be conclusive evidence of the correctness of such adjustment absent manifest error. Promptly after the filing of such certificate, the Partnership shall mail a notice to each holder of Class B Units setting forth the adjustment to his, her or its Class B Units and the effective date of such adjustment.

  • Value Adjustment Event means, with respect to any Loan Asset, the occurrence of any one or more of the following events after the related Cut-Off Date: