Change in Control Definition. For the purpose of this Agreement, “Change in Control” shall mean the occurrence, subsequent to the effective date of this Agreement, of any of the following:
For purposes of the Plan, a “Change in Control” shall occur or be deemed to have occurred only if any of the following events occur:
Definition of Change in Control. “Change in Control” shall mean the occurrence of any of the following
Definition of Change of Control. For purposes of this Agreement, “Change of Control” shall mean # a Change in Effective Control; # a Change of Asset Ownership; or # a Change of Ownership; in each case, as defined herein and as further defined and interpreted in [Section 409A].
Definition of Change in Control. Unless otherwise specified in any employment, consulting, severance agreement or plan covering the Participant or other agreement for the performance of services between the Participant and the Company or a Related Entity, or in an Award Agreement, a Change in Control shall mean the occurrence of any of the following:
Definition of Change of Control. For the purpose of this Agreement, a “Change of Control” shall be deemed to have taken place upon the first of the following to occur after the date of this Agreement: # a third person, including a “group” as defined in Section 13(d)(3) of the Securities Exchange Act of 1934, acquires shares of the Corporation having 30% or more of the total number of votes that may be cast for the election of directors of the Corporation; or # as the result of any cash tender or exchange offer, merger or other business combination, sale of assets or contested election, or any combination of the foregoing transactions (a “Transaction”), the persons who were directors of the Corporation before the Transaction shall cease to constitute a majority of the Board of Directors of the Corporation or any successor to the Corporation.
Definition of Change of Control. As used in this [Section 14.01] the term Change of Control shall mean # any merger, reorganization, consolidation or combination in which a Party to this Agreement is not the surviving corporation, or # any person (within the meaning of [[Sections 13(d) and 14]4]] (d)(2) of the Securities Exchange Act of 1934), excluding Licensee and its Affiliates, is or becomes the beneficial owner, directly or indirectly, of securities of the Party representing 50% or more of either # the then-outstanding shares of common stock of the Party or its parent corporation, or # the combined voting power of the Partys then-outstanding voting securities; or # if individuals who as of the Effective Date constitute the Board of Directors of the Party or its parent corporation (the Incumbent Board) cease for any reason to constitute at least a majority of such Board of Directors; provided, however, that any individual becoming a director subsequent to the Effective Date whose election, or nomination for election by the Partys shareholders, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board shall be considered as though such individual were a member of the Incumbent Board, but excluding, for this purpose, any such individual whose initial assumption of office occurs as a result of an actual or threatened election contest with respect to the election or removal of directors or other actual or threatened solicitation of proxies or consents by or on behalf of a person other than the Incumbent Board; or # approval by the shareholders of a Party of a complete liquidation or the complete dissolution of such Party.
Definition of Change in Control Period. For purposes hereof, “Change in Control Period” shall mean the period commencing three months prior to a Change in Control and ending 12 months after such Change in Control.
Change of Control/Change in Control. No provision in this Agreement or the Separation Agreement nor any transaction undertaken by either Party in connection with the Distribution shall be construed to create any right, or accelerate entitlement, to any compensation or benefit whatsoever, or be deemed a “change of control” or “change in control” for any purpose including for purpose of any plan, policy, practice or arrangement relating to directors, employees or consultants of any member of the Group or any member of the Group.
The term “Disengaging Change Of Control” is defined as a Change Of Control that does not satisfy the definition of an Engaging Change Of Control.
Change of Control; Potential Change of Control. For the purposes of this Agreement:
For the purposes of this Agreement:
Change of Control. A Change of Control shall occur, whether directly or indirectly; or
Change of Control. There occurs any Change of Control; or
Change of Control. Cause, permit, or suffer, directly or indirectly, any Change of Control.
Change of Control. For purposes of this Agreement, “Change of Control” shall have the meaning set forth in the Executive Severance and Change of Control Plan, as may be amended pursuant to its terms from time to time.
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