Change In Control

Change In Control. A Liquidation Event as defined in the Company's Restated Certificate, as such may be amended from time to time

Change In Control. The meaning given to such term in the Equity Incentive Plan.

Change In Control. For purposes of this Agreement, "Change in Control" shall have the meaning set forth in the Plan.

Change In Control. The term 'Change in Control' shall have the meaning ascribed to it in the Plan.

Change In Control. Shall have the meaning specified in the Company's Stock Incentive Plan as in effect on the date hereof and as such plan may be subsequently amended.

Change In Control. The meaning assigned to such term in the Incentive Plan, as in effect from time to time.

Change In Control. The term "Change in Control" is defined in section 2.4 of the amended and restated Avista Corp. Long Term Incentive Plan.

Change In Control. A merger or consolidation of the Company with or into any other entity in which the stockholders of the Company immediately prior to the merger or consolidation do not own more than 50% of the outstanding voting power (assuming conversion of all convertible securities and the exercise of all outstanding options and warrants) of the surviving entity or the sale, lease, licensing, transfer or other disposition of all or substantially all the assets of the Company; provided, however, that any new... issuance of capital stock of the Company to one or more third parties for the sole purpose of providing new funding for the Company or solely in connection with a public offering of the Company's stock shall not constitute a Change in Control View More

Change In Control. For purposes of this Agreement, "Change in Control" means the first to occur of any of the following transactions that also constitutes a change in the ownership or effective control of the Company, or a change in the ownership of a substantial portion of the Company's assets, as described in Treasury Regulation Section 1.409A-3(i)(5): (A) a merger or consolidation in which the Company is not the surviving entity, except for a transaction the principal purpose of which is to change the state in... which the Company is incorporated; (B) the sale, transfer or other disposition of all or substantially all of the assets of the Company (including the capital stock of the Company's subsidiary corporations); (C) the complete liquidation or dissolution of the Company; (D) any reverse merger in which the Company is the surviving entity but in which securities possessing more than fifty percent (50%) of the total combined voting power of the Company's outstanding securities are transferred to a person or persons different from those who held such securities immediately prior to such merger; or (E) an acquisition of the Company in a single or series of related transactions by any person or related group of persons (other than the Company or by a Company-sponsored employee benefit plan) of beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) of securities possessing more than fifty percent (50%) of the total combined voting power of the Company's outstanding securities. Notwithstanding anything to the contrary contained herein, the following transactions shall not constitute a Change in Control hereunder: (i) a sale by the Company of its securities in a bona fide financing transaction; and (ii) a sale of assets, merger or other transaction effected exclusively for the purpose of changing the domicile of the Company. To the extent required for compliance with Section 409A of the Internal Revenue Code, in no event will a Change in Control be deemed to have occurred if such transaction is not also a "change in the ownership or effective control of" the Company or "a change in the ownership of a substantial portion of the assets of" the Company as determined under Treasury Regulations Section 1.409A-3(i)(5) (without regard to any alternative definition thereunder). View More

Change In Control. Any of the following events: (i) a merger of the Company into another corporation which is not controlled by the shareholders controlling the Company immediately before the completion of the relevant merger, (ii) the sale by one or several shareholders of the Company, acting alone or in concert, to any acquirer of a number of ADSs resulting in a transfer of more than fifty percent (50%) of the ADSs and voting rights of the Company to said acquirer, or (iii) the sale of all or almost all assets... of the Company to any acquirer which are not controlled by the Company or its shareholders View More