Potential Purchase Period definition
Potential Purchase Period means the period from, and including, the Trade Date to, and including, the latest of (i) the last day of the Calculation Period, (ii) the earlier of (A) the date ten Exchange Business Days immediately following the last day of the Calculation Period and (B) the Scheduled Valuation Date and (iii) if an Early Termination Date occurs or the Transaction is cancelled pursuant to Article 12 of the Equity Definitions, a date determined by MSCO in its commercially reasonable discretion and communicated to Issuer no later than the Exchange Business Day immediately following such date.
Potential Purchase Period means the period from, and including, the Trade Date to, and including, the latest of (i) the last day of any Buyer Settlement Valuation Period, (ii) the earlier of (A) the date five Calculation Dates immediately following the last day of the Calculation Period and (B) the Scheduled Valuation Date and (iii) if an Early Termination Date occurs or the Transaction is cancelled pursuant to Article 12 of the Equity Definitions, a date determined by Dealer in its commercially reasonable discretion and communicated to Issuer no later than the Exchange Business Day immediately following such date (or, in the absence of such communication, the date that is five Calculation Dates immediately following such date). “Other Specified Repurchase Agreement” means any other fixed dollar accelerated share repurchase transaction entered into on the Trade Date that is intended to comply with the requirements of Rule 10b5-1(c) under the Exchange Act and with calculation dates (however defined) that do not overlap with the Calculation Dates hereunder.
Potential Purchase Period means the period from, and including, the Trade Date to, and including, the latest of (i) the last day of the Calculation Period, (ii) the earlier of (A) the date ten Exchange Business Days immediately following the last day of the Calculation Period and (B) the Scheduled Valuation Date, (iii) if the Settlement Amount is negative and Buyer does not validly elect to net share settle its obligation to deliver Settlement Shares, the Observation Date on which the Cash Settlement Balance is reduced to zero, (iv) if the Settlement Amount is negative and Buyer validly elects to net share settle its obligation to deliver Settlement Shares, the Observation Date on which Issuer satisfies its delivery obligations under Section 8 and (v) if an Early Termination Date occurs or the Transaction is cancelled pursuant to Article 12 of the Equity Definitions, a date determined by Dealer in its commercially reasonable discretion and communicated to Issuer no later than the Exchange Business Day immediately following such date.
Examples of Potential Purchase Period in a sentence
Extraordinary Dividend: Any dividend or distribution on the Shares with an ex- dividend date occurring during the period from, and including, the Trade Date to, and including, the last day of the Potential Purchase Period (as defined below) (other than any dividend or distribution of the type described in Section 11.2(e)(i), Section 11.2(e)(ii)(A) or Section 11.2(e)(ii)(B) of the Equity Definitions).
Scheduled Ex-Dividend Dates: As specified in Schedule I Relevant Dividend Period: The period from, and including, the Trade Date for the Transaction to, and including, the last day of the Potential Purchase Period (as defined below).
Furthermore, Issuer may purchase up to a percentage of ADTV (as defined in Rule 10b-18) equal to the Designated OMR Percentage (as specified in Schedule I) through Dealer or an Affiliate of Dealer on any Calculation Date during the Potential Purchase Period.
More Definitions of Potential Purchase Period
Potential Purchase Period means the period from, and including, the Trade Date to, and including, the latest of (i) the last day of the Calculation Period, (ii) the earlier of (A) the last day of the Calculation Period and (B) the Scheduled Valuation Date and (iii) if an Early Termination Date occurs or the Transaction is cancelled pursuant to Article 12 of the Equity Definitions, a date determined by Dealer in its commercially reasonable discretion and communicated to Issuer no later than the Exchange Business Day immediately following such date.
Potential Purchase Period means the period from, and including, the Trade Date to, and including, the latest of (i) the last day of any Buyer Settlement Valuation Period, (ii) the earlier of (A) the date three Exchange Business Days immediately following the last day of the Calculation Period and (B) the Scheduled Valuation Date and (iii) if an Early Termination Date occurs or the Transaction is cancelled pursuant to Article 12 of the Equity Definitions, a date determined by MSCO in its commercially reasonable discretion and communicated to Issuer no later than the Exchange Business Day immediately following such date (or, in the absence of such communication, the date that is five Exchange Business Days immediately following such date). However, the foregoing shall not (a) limit Issuer’s ability to purchase Shares in connection with any company equity plan or any dividend reinvestment plan, (b) limit Issuer’s ability to withhold Shares to cover tax liabilities associated with any such plan, (c) prohibit any purchases effected by or for an issuer “plan” by an “agent independent of the issuer” (each as defined in Rule 10b-18), (d) otherwise restrict Issuer’s or any of its affiliates’ ability to repurchase Shares under privately negotiated, off exchange transactions with any of its employees, officers, directors, affiliates, or any third party that are not expected to result in market transactions or (e) limit Issuer’s ability to grant stock and options to “affiliated purchasers” (as defined in Rule 10b-18) or the ability of such affiliated purchasers to acquire such stock or options in connection with Issuer’s compensation policies for directors, officers and employees or any agreements with respect to the compensation of directors, officers or employees of any entities that are acquisition targets of Issuer.
Potential Purchase Period means the period from, and including, the Trade Date to, and including, the latest of (i) the last day of any Buyer Settlement Valuation Period, (ii) the earlier of (A) the last day of the Calculation Period and (B) the Scheduled Valuation Date and (iii) if an Early Termination Date occurs or the Transaction is cancelled pursuant to Article 12 of the Equity Definitions, a date determined by Dealer in its commercially reasonable discretion and communicated to Issuer no later than the Exchange Business Day immediately following such date (or, in the absence of such communication, the date that is five Exchange Business Days that are Calculation Dates immediately following such date). Notwithstanding the foregoing, on any Calculation Date, Issuer may purchase Shares during any such period through Dealer or an affiliate of Dealer pursuant to a Rule 10b5-1 repurchase plan or Rule 10b-18 repurchase plan, so long as such purchases do not in the aggregate exceed the Specified ADTV Percentage (as defined in Schedule I) of the ADTV (as defined in Rule 10b-18) for the Shares. Notwithstanding the foregoing, nothing herein shall (i) limit Issuer’s ability, pursuant to its employee incentive plans, to re-acquire Shares in connection with the related equity transactions, (ii) limit Issuer’s ability to withhold shares to cover tax liabilities associated with such equity transactions or (iii) limit Issuer’s ability to grant
Potential Purchase Period means the period from, and including, the Trade Date to, and including, the latest of (i) the last day of any Buyer Settlement Valuation Period, (ii) the earlier of (A) the date five Exchange Business Days immediately following the last day of the Calculation Period and (B) the Scheduled Valuation Date and (iii) if an Early Termination Date occurs or the Transaction is cancelled pursuant to Article 12 of the Equity Definitions, a date determined by MSCO in its commercially reasonable discretion and communicated to Counterparty no later than the Exchange Business Day immediately following such date (or, in the absence of such communication, the date that is five Exchange Business Days immediately following such date). The preceding paragraph shall not limit privately negotiated purchases of Shares by Counterparty or its affiliates (including, but not limited to block trades) and/or transactions directly with the Issuer that, in each case, would not be expected to result in public market activity in the Shares.
Potential Purchase Period means the period from, and including, the Calculation Period Start Date to, and including, the latest of (i) the last day of any Buyer Settlement Valuation Period, (ii) the earlier of (A) the date two Calculations Dates immediately following the last day of the Calculation Period (or up to three additional Calculation Dates thereafter if Dealer reasonably determines, in its commercially reasonable judgment that any such additional Calculation Dates are reasonably necessary or appropriate (i) to preserve Dealer's commercially reasonable hedging or hedge unwind activity hereunder in light of existing liquidity conditions in the cash market or stock loan market or (ii) to enable Dealer to effect purchases of Shares in connection with its commercially reasonable hedging, hedge unwind or settlement activity hereunder in a manner that would, if Dealer were Counterparty or an affiliated purchaser of Counterparty, be in compliance with applicable legal, regulatory or self-regulatory requirements of organizations with jurisdiction over Dealer or its affiliates, or with related policies and procedures would generally be applicable to counterparties similar to Counterparty and/or transactions similar to the Transaction) and (B) the Scheduled Valuation Date and (iii) if an Early Termination Date occurs or the Transaction is cancelled pursuant to Article 12 of the Equity Definitions, a date determined by Dealer in its commercially reasonable discretion and communicated to Issuer no later than the Exchange Business Day immediately following such date (or, in the absence of such communication, the date that is two Calculation Dates immediately following such date). Furthermore, Issuer may purchase up to a percentage of ADTV (as defined in Rule 10b-18) equal to the Designated OMR Percentage (as specified in Schedule I) through Dealer or an Affiliate of Dealer on any Calculation Date during the Potential Purchase Period. “Other Share Repurchase Agreement” means any other substantially similar fixed dollar accelerated share repurchase transaction entered into on the Trade Date, but with non-overlapping calculation dates (however defined) with the Calculation Dates, or any other Rule 10b5-1 or Rule 10b-18 repurchase plans with non-overlapping purchase dates (however defined) with the Calculation Dates, so long as on each such purchase date, purchases under all such Rule 10b5-1 and Rule 10b-18 repurchase plans do not exceed the Designated OMR Percentage (as specified in Sched...