Change of Control Event

Example Definitions of "Change of Control Event"
Change of Control Event. Is defined as set forth in Section 9(c)(1)(b) of the Akamai Technologies, Inc. 2006 Stock Incentive Plan, which definition is incorporated herein by reference.
Change of Control Event. A change in the ownership of the Employer, a change in the effective control of the Employer, or a change in the ownership of a substantial portion of the assets of the Employer, consistent with and interpreted in accordance with Internal Revenue Code Section 409A and regulations issued thereunder, and specifically defined as follows: In order to constitute a Change in Control Event as to the Employee, the Change in Control Event shall relate to: (1) the corporation for whom the Employee is... performing services at the time of the Change in Control Event; or (2) the corporation that is liable for the payment of the deferred compensation (or all corporations liable for the payment if more than one corporation is liable) but only if either the deferred compensation is attributable to the performance of service by the Employee for such corporation (or corporations) or there is a bona fide business purpose for such corporation or corporations to be liable for such payment and, in either case, no significant purpose of making such corporation or corporations liable for such payment is the avoidance of Federal income tax; or (3) a corporation that is a majority shareholder of a corporation identified in either subparagraph (1) or (2), or any corporation in a chain of corporations in which each corporation is a majority shareholder of another corporation in the chain, ending in a corporation identified in either subparagraph (1) or (2) above. View More
Change of Control Event. Shall have the meaning provided in the Articles Supplementary
Change of Control Event. The occurrence of any one of the events set out in Sections 1.1. (e)(i) to 1.1(e)(v) below
Change of Control Event. Shall mean the occurrence of any of the following events, unless the Majority Holders elect otherwise by written notice sent to the Company at least five (5) days prior to the effective date of any such event: means the occurrence of any of the following events: (i) a merger or consolidation of the Company by means of a single transaction or in a series of related transactions with or into any other Person or Persons in which the stockholders of the Company as of immediately prior to such... merger or consolidation do not continue to hold at least 50% of the voting power of the capital stock of the Company or the surviving or acquiring entity or its parent as a result of their holdings immediately following such merger or consolidation; (ii) the sale, lease, exclusive license or other disposition, in a single transaction or in a series of -1- related transactions, of all or substantially all of the assets of the Company; or (iii) a purchase, tender or exchange offer accepted by the holders of a majority of the outstanding voting shares of capital stock of the Company, directly or indirectly, in one or more related transactions; (iv) the Company has elected to reorganize, recapitalize or reclassify its capital stock (other than to change domicile); (v) any transaction or series of related transactions in which any stockholder acquires Beneficial Ownership (as defined under the Securities Exchange Act of 1934) at least 50% of the voting power of the capital stock of the Company; and (vi) any other like transaction or series of related transactions immediately following which the stockholders of the Company as of immediately prior to such transaction or series of related transactions do not own at least a 50% interest of the surviving entity or its parent as a result of their holdings immediately following such merger or consolidation. View More
Change of Control Event. Shall have occurred at such time as: (i) any person or entity, including a "group" as defined in Section 13(d)(3) of the Securities Exchange Act of 1934, a wholly-owned subsidiary thereof, or any employee benefit plan of the Parkway or any of its subsidiaries becomes the beneficial owner of Parkway securities having fifty percent (50%) or more of the combined voting power of the then outstanding securities of Parkway that may be cast for the election of directors of Parkway (other than as a... result of the issuance of securities initiated by Parkway in the ordinary course of business); or (ii) as the result of, or in connection with, any cash tender or exchange offer, merger or other business combination, sale of assets or contested election, or any combination of the foregoing transactions, the holders of all Parkway's securities entitled to vote generally in the election of directors of the Parkway immediately prior to such transaction constitute, following such transaction, less than a majority of the combined voting power of the then-outstanding securities of the Parkway or any of their respective successor corporations or entities entitled to vote generally in the election of the directors of Parkway or such other corporation or entity after such transactions; or (iii) such other change of ownership or control event as defined in Treasury Regulation §1.409A-3(i)(5) or any subsequent, applicable Treasury Regulation. View More
Change of Control Event. Has the meaning set forth in the Certificate of Designation.
Change of Control Event. Shall mean (i) the Company consummates a merger, share exchange, consolidation or reorganization with another entity in which the stockholders of the Company in their capacity as such immediately prior to such merger, exchange, consolidation or reorganization, own less than a majority of the Company’s (or the surviving or successor entity’s) outstanding voting power immediately after such merger, exchange, consolidation or reorganization (or, if such Company stockholders beneficially own a... majority of the outstanding voting power of the surviving or successor entity as of immediately after such merger, exchange, consolidation or reorganization, such surviving or successor entity is not the Company), (ii) the Company sells, leases, exclusively licenses, transfers or otherwise disposes of at least 50% or more of its assets by value in a single transaction or in a series of transactions to a third party (or group of related third parties) which is not a wholly owned subsidiary of the Company, or (iii) a person, within the meaning of Section 3(a)(9) or of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (as in effect on the Date of Issuance), shall acquire 50% or more of the outstanding voting securities of the Company (whether directly, indirectly, beneficially or of record). View More
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