Other Termination Event definition
Other Termination Event means (a) any Adverse Regulatory Event, (b) any Tax Event, (c) the occurrence of any other event which has a Material Adverse Effect on the Company or any of its Subsidiaries, which effect, in the case of clauses (b) or (c), is continuing for forty-five (45) days following the earlier of (i) receipt of written notice from a Member of the occurrence of such event or (ii) the actual knowledge of any Manager appointed by such Member or the general counsel of such Member or the parent company of such Member (which for purposes of Figure shall mean Figure Corp.), of the occurrence of such event, or (d) the issuance of a going concern opinion by a nationally recognized accounting firm with respect to a Member or any Affiliate thereof that is a party to a Basic Document.
Other Termination Event means the following:
Other Termination Event means the occurrence of any of the following:
(i) Any governmental authority, including any regulatory authority or court of competent jurisdiction, issues any ruling, judgment, or order enjoining the consummation of, or rendering illegal, a material portion of the Restructuring, which ruling, judgment, or order has not been not stayed, reversed, or vacated within ten (10) Business Days after such issuance.
(ii) The date that an order is entered by the Bankruptcy Court or a court of competent jurisdiction denying confirmation of the Plan or refusing to approve the Disclosure Statement, provided that the Consenting Creditors shall not have the right to terminate this Agreement pursuant to this clause (c)(ii) if the Bankruptcy Court declines or denies confirmation of the Plan subject only to immaterial modifications to the Plan or Disclosure Statement that would not affect the recovery, rights or treatment that the Consenting Creditors would receive pursuant to the Plan;
(iii) The date that an order is entered by the Bankruptcy Court or a court of competent jurisdiction either converting the Chapter 11 Cases to cases under chapter 7 of the Bankruptcy Code or dismissing the Chapter 11 Cases.
(iv) The date that is 14 days after the Petition Date if the Requisite Consenting Creditors and the Company have not agreed on a term sheet with the banks and financial institutions that are party to the Credit Agreement with respect to an exit financing commitment.
(v) The date on which the Disclosure Statement Order is entered if on such date the Company has not obtained a commitment for exit financing consistent with the exit financing term sheet referred to in section (iv) herein.
(vi) The date that is 14 days after the Petition Date if the Support Date has not occurred.
Examples of Other Termination Event in a sentence
Upon the occurrence of an Other Termination Event with respect to the Executive or other holder of Class B Units, all forfeitable Class B Units not previously forfeited shall immediately and without further action be forfeited to the Company and the holder thereof shall have no further rights with respect to such forfeitable Class B Units.
This Agreement shall terminate (i) when there are no longer any Registrable Securities outstanding or the Registrable Securities can be sold in their entirety pursuant to Rule 144 promulgated under the Securities Act without any volume or manner of sale restrictions or (ii) upon the occurrence of an Other Termination Event.
More Definitions of Other Termination Event
Other Termination Event means (i) any termination of the Executive’s employment with the Company other than (a) a termination by the Company for Cause, (b) a termination upon the Executive’s death or (c) a termination by the Company due to the Executive’s Disability; (ii) an assignment by a holder of Class B Units for the benefit of creditors, which assignment includes such Person’s Class B Units; (iii) the commencement of bankruptcy, reorganization, arrangement or liquidation proceedings, state or federal, by a holder of Class B Units or against such Person, provided that such Person shall have no further rights to contest same or appeal from rejection of such Person’s contest, or the appointment of a trustee, receiver, conservator or other judicial representative for such Person (whether alone or with other assets); (iv) the attachment of, execution against, levy upon or other seizure of Class B Units, other than an attachment that is solely for jurisdictional purposes, unless, and only for so long as, the Board determines that such Person is in good faith contesting such attachment, execution, levy or other seizure; or (v) the Transfer or attempted Transfer by a holder of Class B Units of all or any portion of its Class B Units not in compliance with the LLC Agreement.
Other Termination Event has the meaning set forth in Section 8(d). “Party” has the meaning set forth in the preamble hereof.
Other Termination Event means (i) a redemption of all of the ----------------------- outstanding shares of PCS Stock for the common equity securities of one or more wholly owned subsidiaries of Sprint that hold all or substantially all of the assets attributed to the PCS Group (as such term is defined in the Restructuring Agreement), (ii) a redemption of all or a substantial portion of the outstanding shares of PCS Stock upon the sale of all or substantially all of the assets of the PCS Group, or (iii) a conversion of all of the outstanding shares of PCS Stock into any class of Sprint common stock that is not a common equity tracking security that continues to reflect substantially all of the business, assets and liabilities comprising the PCS Group immediately prior to such conversion, but which shall not represent any business, assets or liabilities comprising any part of the FON Group immediately prior to such conversion.
Other Termination Event shall occur:
(i) Upon the issuance of any ruling, regulation, judgment, or order by any governmental authority, including any regulatory authority or court of competent jurisdiction, enjoining the consummation of or rendering illegal the Restructuring, which ruling, regulation, judgment, or order has not been stayed, reversed, or vacated within twenty (20) calendar days after such issuance.
(ii) Upon the filing or support by any of the Parties (or any of their respective affiliates) of a motion seeking, or the entry by the Bankruptcy Court of, an order (A) directing the appointment of an examiner with expanded powers or a trustee in the Chapter 11 Cases, (B) converting any of the Chapter 11 Cases to cases under chapter 7 of the Bankruptcy Code, or (C) dismissing any of the Chapter 11 Cases.
(iii) At 11:59 p.m. (prevailing Eastern Time) on the date that an order is entered by the Bankruptcy Court or a court of competent jurisdiction denying confirmation of the Plan for any of the Debtors (unless caused by a default by any Party of its obligations hereunder, in which event such defaulting Party, as applicable, shall not have the right to terminate under this clause (iii)) or denying approval of the Disclosure Statement; provided that the Parties shall not have the right to terminate this Agreement pursuant to this clause (iii) if the Bankruptcy Court denies approval of the Disclosure Statement or denies confirmation of the Plan subject only to modifications to the Plan or the Disclosure Statement that would not have an adverse effect on the recovery, treatment, or rights that such Party would receive as compared to the recovery, treatment, and rights it would have otherwise received pursuant to the Plan.
(iv) The Restructuring Support Effective Date shall not have occurred by June 15, 2018.
(v) The Petition Date shall not have occurred by June 30, 2018.
(vi) The Effective Date shall not have occurred by December 31, 2018.
Other Termination Event has the meaning set forth in Section 8(d).