Section 11 Event definition

Section 11 Event means any event described in Section 11(a)(ii) hereof.
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Section 11 Event means the date upon which any of the following events occurs:
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Section 11 Event means any event described in Section 11(a)(ii)(A)or (B). (k) "Section 13 Event" shall mean any event described in clause (x), (y) or (z) of Section 13(a) hereof. (l) "Stock Acquisition Date" shall mean the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such. (m) "Subsidiary" shall mean, with reference to any Person, any corporation of which an amount of voting securities sufficient to elect at least a majority of the directors of such corporation is beneficially owned, directly or indirectly, by such Person, or otherwise controlled by such Person. (n) "Triggering Event" shall mean any Section 11 Event or any Section 13 Event. Section 2.
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Examples of Section 11 Event in a sentence

  • Notwithstanding anything contained in this Agreement to the contrary, the Rights shall not be exercisable after the first occurrence of a Section 11 Event until such time as the Company's right of redemption set forth in the first sentence of this Section 23(a) has expired.

  • Following the occurrence of such Section 11 Event, a majority of the Board then in office may suspend the exercisability of the Rights for a period of up to sixty (60) days following the date on which such Section 11 Event shall have occurred to the extent that such Directors have not determined whether to exercise their rights of election under this Section 11(a)(iii).

  • Any such election by the Board must be made and publicly announced within sixty (60) days following the date on which the Section 11 Event at issue shall have occurred.

  • The terms and conditions governing any Awards that the Committee determines will be subject to Section 409A of the Code, including any rules for elective or mandatory deferral of the delivery of cash or shares of Common Stock pursuant thereto and any rules regarding treatment of such Awards in the event of a Section 11 Event, shall be set forth in the applicable agreement under Section 2.5, and shall comply in all respects with Section 409A of the Code.

  • If the Board shall determine in good faith that it is likely that sufficient additional shares of Common Stock or common stock equivalents could be authorized for issuance upon exercise in full of the Rights, the sixty (60) day period set forth above may be extended to the extent necessary, but not more than ninety (90) days following the occurrence of the Section 11 Event at issue, in order that the Company may seek stockholder approval for the authorization of such additional shares.

  • Any such election by the Board must be made and publicly announced within sixty (60) days following the date on which the Section 11 Event at issue shall have occurred with prompt notice thereof to the Rights Agent.

  • For purposes of this Section 24(c), the value of a share of Common Stock shall be the current market price (as determined pursuant to Section 11(d) hereof) per share of Common Stock on the day that is the later of (x) the first occurrence of a Section 11 Event or (y) the date on which the Company's right of redemption pursuant to Section 24(a)(i) hereof expires; and the value of any common stock equivalent shall be deemed to have the same value as the Common Stock on such date.

  • As provided in the Rights Agreement, the Purchase Price and the number and kind of shares of Common Stock or other securities which may be purchased upon the exercise of the Rights evidenced by this Certificate are subject to modification and adjustment upon the happening of certain events (including a Section 11 Event).

  • Notwithstanding anything contained in this Agreement to the contrary, the Rights shall not be exercisable after the first occurrence of a Section 11 Event until such time as the Company's right of redemption set forth hereunder has expired.

  • If the Board shall determine in good faith that it is likely that sufficient additional shares of Common Stock or common stock equivalents could be authorized for issuance upon exercise in full of the Rights, the sixty (60) day period set forth above may be extended to the extent necessary, but not more than ninety (90) days following the occurrence of the Section 11 Event at issue, in order that the Company may seek shareholder approval for the authorization of such additional shares.


More Definitions of Section 11 Event

Section 11 Event means any event described in Section 11(a)(ii)(A), (B), (C) or (D) of this Agreement.
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Section 11 Event has the meaning set forth in Section 11.1.2 hereof.
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Section 11 Event means a Section 11 Event as defined in the Corporation’s 2007 Equity Incentive Plan, as amended from time to time, or similar change of control provisions in any successor plan adopted by the Corporation in lieu of the 2007 Equity Incentive Plan; and
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Section 11 Event means any event described in Section 11(a)(ii)(A) or (B) hereof. (l) "Section 13 Event" shall mean any event described in clauses (x), (y) or (z) of Section 13(a) hereof. (m) "Stock Acquisition Date" shall mean the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such.
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Section 11 Event means any event described in Section 11(a)(ii)(A) or (B) hereof. (t) "Section 13 Event" shall mean any event described in clauses (x), (y) or (z) of Section 13(a) hereof. (u) "Securities Act" shall have the meaning ascribed to such term in Section 9(c). (v) "Stock Acquisition Date" shall mean the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such. (w) "Subsidiary" shall mean, with reference to any Person, any corporation of which an amount of voting securities sufficient to elect at least a majority of the directors of such corporation is beneficially owned, directly or indirectly, by such Person, or otherwise controlled by such Person. (x) "Triggering Event" shall mean any Section 11 Event or any Section 13 Event. Section 2.
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Section 11 Event means the date upon which any of the following events occurs: (a) The Corporation acquires actual knowledge that any Person, other than the Corporation, a Subsidiary, or any employee benefit plan(s) sponsored by the Corporation or a Subsidiary, has acquired the Beneficial Ownership, directly or indirectly, of securities of the Corporation entitling such Person to 30% or more of the Voting Power of the Corporation; (b) At any time less than 51% of the members of the Board (excluding vacant seats) shall be Continuing Directors; or (c) The consummation of a merger, consolidation, share exchange, division or sale or other disposition of assets of the Corporation as a result of which the stockholders of the Corporation immediately prior to such transaction shall not hold, directly or indirectly, immediately following such transaction a majority of the Voting Power of (i) in the case of a merger or consolidation, the surviving or resulting corporation, (ii) in the case of a share exchange, the acquiring corporation or (iii) in the case of a division or a sale or other disposition of assets, each surviving, resulting or acquiring corporation which, immediately following the transaction, holds more than 30% of the consolidated assets of the Corporation immediately prior to the transaction; provided, however, that if securities beneficially owned by a Participant are included in determining the Beneficial Ownership of a Person referred to in paragraph 6(a) above, then no Section 11 Event with respect to such Participant shall be deemed to have occurred by reason of such event. 11.2 Vesting Upon Section 11 Event if Awards Do Not Remain Outstanding. Subject to the provisions of Section 5 in the case of incentive stock options and Section 11.5, unless the agreement under Section 2.5 shall otherwise provide, notwithstanding any other provision contained in the Plan, in the event that a Section 11 Event occurs and Awards do not remain outstanding after the Section 11 Event (and are not assumed by, or converted to similar awards with equivalent value as of the date of the Section 11 Event of, the surviving, resulting, or acquiring corporation (or a parent or subsidiary of such corporation)), then all outstanding stock options and stock appreciation rights shall become immediately vested and fully exercisable, any restrictions applicable to restricted stock Awards shall lapse, and all other Awards shall be considered to be earned and payable in full as of the date of the ...
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Related to Section 11 Event

  • ERISA Termination Event means (i) a “Reportable Event” described in Section 4043 of ERISA and the regulations issued thereunder (other than a “Reportable Event” not subject to the provision for 30-day notice to the PBGC under such regulations), or (ii) the withdrawal of a Borrower or any of its ERISA Affiliates from a “single employer” Plan during a plan year in which it was a “substantial employer”, both of such terms as defined in Section 4001(a) of ERISA, or (iii) the filing of a notice of intent to terminate a Plan or the treatment of a Plan amendment as a termination under Section 4041 of ERISA, or (iv) the institution of proceedings to terminate a Plan by the PBGC or (v) any other event or condition which might constitute grounds under Section 4042 of ERISA for the termination of, or the appointment of a trustee to administer, any Plan or (vi) the partial or complete withdrawal of a Borrower or any ERISA Affiliate of such Borrower from a “multiemployer plan” as defined in Section 4001(a) of ERISA.

  • Change of Control Triggering Event means the occurrence of both a Change of Control and a Rating Event.

  • Early Termination Event has the meaning specified in Section 9.2.

  • Severe Disruption Event means any event specified as such in the Final Terms.

  • Flip-in Event means a transaction in or pursuant to which any Person becomes an Acquiring Person;

  • Flip-Over Event means any event described in clause (x), (y) or (z) of Section 13(a) hereof.