Merger Termination Event definition

Merger Termination Event means that the Transaction (or a portion of the Transaction) is terminated or cancelled both (i) as a result of (x) a Merger Event, (y) an Additional Termination Event pursuant to Section 9(h)(ii)(A) or 9(h)(ii)(B) of the Confirmation or (z) an Additional Disruption Event arising as a result of a Merger Event and (ii) as a result of the same event as any over-the-counter equity option transaction (or portion of such a transaction) to which Dealer is a party and to which Company (or a wholly-owned subsidiary of Company) is party relating to the Shares (such equity option transactions, “Relevant Positions”) and under which Dealer is also required to determine a volatility input is terminated, in each case, as determined by Dealer in good faith and commercially reasonably.

Merger Termination Event means that the Transaction (or a portion of the Transaction) is terminated or cancelled both (i) as a result of (x) a Merger Event, (y) an Additional Termination Event pursuant to Section 9(h)(ii)(A) or 9(h)(ii)(B) of this Confirmation or (z) an Additional Disruption Event arising as a result of a Merger Event and (ii) as a result of the same event as any over-the-counter equity option transaction (or portion of such a transaction) to which Dealer is a party and to which Company (or a wholly-owned subsidiary of Company) is party relating to the Shares (such equity option transactions, “Relevant Positions”) and under which Dealer is also required to determine a volatility input is terminated, in each case, as determined by Dealer in good faith and commercially reasonably.

Merger Termination Event means the termination of the Agreement and Plan of Merger, dated as of August 7, 2000 by and among the Corporation, Bell Atlantic Corporation (d/b/a Verizon Communications), Verizon Ventures I Inc. and Verizon Ventures II Inc.

Examples of Merger Termination Event in a sentence

• Notwithstanding anything to the contrary in the Confirmation, if Dealer or the Calculation Agent is required to calculate any payment under Section 6(e) of the Agreement or Sections 12.7 or 12.8 of the Equity Definitions, in each case, with respect to a Merger Termination Event, then Dealer or the Calculation Agent, as applicable, will make such calculation based on a volatility input that is equal to the Relevant Volatility Input.

• In the event that the Dealer elects to treat the Merger Transaction as a Merger Termination Event under this Section 7(b), then neither the provisions of “Extraordinary Events: Consequences of Merger Events” set forth above in this Confirmation nor the provisions of Section 8 below shall apply.

• Notwithstanding anything to the contrary in this Confirmation, if Dealer or the Calculation Agent is required to calculate any payment under Section 6(e) of the Agreement or Sections 12.7 or 12.8 of the Equity Definitions, in each case, with respect to a Merger Termination Event, then Dealer or the Calculation Agent, as applicable, will make such calculation based on a volatility input that is equal to the Relevant Volatility Input.

• In the event that the Dealer elects to treat the Merger Transaction as a Merger Termination Event under this Section 9(b), then neither the provisions of “Extraordinary Events: Consequences of Merger Events” set forth above in this Confirmation nor the provisions of Section 10 below shall apply.

• No provisions for redemption except for upon the occurrence of a Merger Termination Event, as such term is described in the Prospectus.

More Definitions of Merger Termination Event

Merger Termination Event means either (1) the Merger Agreement is terminated or (2) the Company determines in its reasonable judgment that the Merger will not occur.

Merger Termination Event means either (1) the Merger Agreement is terminated or (2) the Company determines in its reasonable judgment that the Merger will not occur. Except as set forth in Section 5, Section 6 and this Section 7 of the Notes, the Notes shall not be redeemable by the Company prior to maturity. The Notes shall not be entitled to the benefit of any sinking fund.

Merger Termination Event. WorldCom," and "WorldCom Subordinated Debt" shall be alphabetically inserted in Section 1.1 to read as follows:

Merger Termination Event means the occurrence of one or more of the following events: (a) any termination by any party thereto of the Merger Agreement in accordance with the terms of the Merger Agreement, whether or not such termination is within such party's control, or (b) any public announcement made or press release issued by any party to the Merger Agreement stating that it does not intend to pursue consummation of the Merger, or seek shareholder approval, or any public statement having a similar effect."

Merger Termination Event means the termination on or prior to December 31, 1997 of the Agreement and Plan of Merger, dated as of June 6, 1997, by and among American States Financial Corporation, SAFECO Corporation and ASFC Acquisition Co. pursuant to Article 12 thereof.

Merger Termination Event has occurred when the Merger Agreement has been terminated (a) by Merger Parent pursuant to Section 8.1(a)(i) or Section 8.1(a)(ii) of the Merger Agreement, (b) by Merger Company pursuant to Section 8.1(a)(i)(B) or Section 8.1(a)(iii) of the Merger Agreement or (c) pursuant to Section 8.1(b) of the Merger Agreement, each in accordance with the terms thereof.

Merger Termination Event means the termination on or prior to December 31, 1997 of the Agreement and Plan of Merger, dated as of June 6, 1997, by and among American States Financial Corporation, the Company and ASFC Acquisition Co. pursuant to Article 12 thereof.