Three Year Divestiture Deadline definition

Three Year Divestiture Deadline means the third anniversary of the Closing Date, extended day for day, up to a maximum of three hundred sixty-five (365) days, for each day the Company is not required to file a registration Statement (i) in response to an actual demand pursuant to Section 2(d)(iii) of the Registration Rights Agreement as a result of the Company having previously effected a registration of Common Stock, provided that there shall be no such extension if the Company is not required to file a Registration Statement pursuant to said Section 2(d)(iii) because the Company previously effected a registration of Common Stock wherein the Beneficiary exercised its Share-Rights and received the proceeds from the sale of its shares; or (ii) as a result of the pendency of any Blackout Period.
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Three Year Divestiture Deadline means the third (3rd) anniversary of the IPO Date, extended day for day, up to a maximum of one three hundred sixty-five (365) days, for each day from and after the Three Year Determination Date that the Company is not required to file a Registration Statement as a result of the pendency of any Blackout Period.
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Three Year Divestiture Deadline and "Five Year Divestiture Deadline" have the respective meanings set forth in the Voting Trust and Divestiture Agreement dated the date hereof among the Foundation, Wisconsin BC Holdings LLC, Xxxxxxxx & Xxxxxx Trust Company, and Cobalt (herein called the "Voting Trust Agreement") as such terms are defined therein on the date hereof and without giving effect to any amendment or supplement to the Voting Trust Agreement.
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Examples of Three Year Divestiture Deadline in a sentence

  • The Beneficiary hereby covenants and agrees that it shall sell, convey, or otherwise dispose of shares of Capital Stock (so that the Beneficiary is no longer a Beneficial Owner of such shares of Capital Stock) so that the Beneficiary Beneficially Owns less than fifty percent (50%) of the issued and outstanding shares of each class of Capital Stock on or prior to the Three Year Divestiture Deadline.

  • In Section 6.01, the phrase "the third anniversary of the Closing Date" shall be deleted from the end of the first sentence thereof and the phrase "Three Year Divestiture Deadline" shall not be in parenthesis or quotes or underlined therein.

  • However, the evaluation continues for the items not clearly demonstrated to be more economical one way or the other.


More Definitions of Three Year Divestiture Deadline

Three Year Divestiture Deadline means the third anniversary of the Closing Date, extended day for day, up to a maximum of three hundred sixty five (365) days, for each day the Company is not required to file a Registration Statement (i) in response to an actual Demand pursuant to Section 2(d)(iii) of the Registration Rights Agreement as a result of the Company having previously effected a registration of Common Stock, provided that there shall be no such extension if the Company is not required to file a Registration Statement pursuant to said Section 2(d)(iii) because the Company previously effected a registration of Common Stock wherein the Beneficiary exercised its Share-Rights and received proceeds from the sale of its shares; or (ii) as a result of the pendency of any Blackout Period. (ee) "Trustee" has the meaning set forth in Preamble hereof. (ff) "Voting Power" has the meaning set forth in Section 1 of Article VII of the Certificate of Incorporation. (gg) "Voting Trust" has the meaning set forth in Recital E hereof. (hh) "Voting Trust Ownership Limit" means that number of shares of Capital Stock one share lower than the number of shares of Capital Stock which would represent five percent (5%) of the Voting Power of all shares of Capital Stock issued and outstanding at the time of determination.
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Three Year Divestiture Deadline has the meaning set forth in Section 6.01 hereof.
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Related to Three Year Divestiture Deadline

  • Divestiture Date means the date on which the Divestiture Assets are divested to Acquirer pursuant to this Final Judgment.

  • Earn-Out Period has the meaning set forth in Section 2.3(a).

  • Anticipated Termination Date Any Distribution Date on which it is anticipated that the Trust Fund will be terminated pursuant to Section 9.01(c) of this Agreement.

  • Qualifying Termination means a termination of the Executive’s employment either (i) by a Company Group member without Cause (excluding by reason of Executive’s death or Disability) or (ii) by the Executive for Good Reason, in either case, during the Change in Control Period (a “Qualifying CIC Termination”) or outside of the Change in Control Period (a “Qualifying Non-CIC Termination”).

  • Change in Control Date means the date on which a Change in Control occurs.

  • Initial Optional Termination Date The first Distribution Date on which the aggregate Stated Principal Balance of the Mortgage Loans is equal to or less than 10% of the aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date.

  • Start-up period means up to a maximum of 7 Academy Financial Years and covers the period up to and including the first Academy Financial Year in which all age groups are present at the Academy (that is, all the pupil cohorts relevant to the age-range of the Academy will have some pupils present).

  • Post-Closing Period means any taxable period (or portion thereof) beginning after the Closing Date.

  • Initial Termination Date has the meaning set forth in Section 9.1(b)(i).

  • Effective Termination Date has the meaning set forth in Section 10(b) hereof.

  • Offering Termination Date means the last day of each March, June, September and December following an Offering Commencement Date, or such other Offering Termination Date established in connection with a Terminating Event.

  • CIC Qualifying Termination means, in each case, on or within twenty-four (24) months following a Change in Control, (i) a termination of the Executive’s employment by the Company without Cause, (ii) a termination of the Executive’s employment by reason of death or Disability, or (iii) a termination of the Executive’s employment by the Executive for Good Reason.

  • Delivery Period Termination Date Has the meaning specified in the Related Pass Through Trust Supplement.

  • Acquisition Period means the period ending five (5) business days prior to

  • Forfeiture Period means the period from the Grant Date until the Forfeiture Date.

  • Qualifying Period means 12 continuous Calendar Weeks during the whole or part of which the Agency Worker is supplied by one or more Temporary Work Agencies to the relevant Hirer to work temporarily for and under the supervision and direction of the relevant Hirer in the same role, and as further defined in the Schedule to these Terms;

  • Scheduled Termination Date means July 9, 2021 or any succeeding date to which the term of this Agreement is extended pursuant to Section 2.02.

  • Stated Termination Date means, with respect to the Revolving Credit Facility, March 4, 2027 and, with respect to any Extended Revolving Credit Facility, the maturity date set forth in the Extension Agreement related thereto.

  • Restriction Termination Date means the first day on which the Board of Directors of the Corporation determines that it is no longer in the best interests of the Corporation to attempt to, or continue to, qualify as a REIT.

  • Post-Acquisition Period means, with respect to any Permitted Acquisition, the period beginning on the date such Permitted Acquisition is consummated and ending on the last day of the sixth full consecutive fiscal quarter immediately following the date on which such Permitted Acquisition is consummated.

  • Change in Control Transaction means the occurrence of any of the following events:

  • Payout Period means the time frame during which certain benefits payable hereunder shall be distributed. Payments shall be made in monthly installments commencing on the first day of the month following the occurrence of the event which triggers distribution and continuing for a period of one hundred eighty (180) months. Should the Executive make a Timely Election to receive a lump sum benefit payment, the Executive's Payout Period shall be deemed to be one (1) month.

  • IPO means the Company’s first underwritten public offering of its Common Stock under the Securities Act.

  • Extended Termination Date has the meaning specified in Section 2.16(c).

  • Change in Control means the occurrence of any of the following events:

  • Outside Termination Date shall have the meaning set forth in Section 8.01(f).