Deemed Liquidation Event

Deemed Liquidation Event. Has the meaning set forth in the Restated Certificate.

Deemed Liquidation Event. Means: (i) a merger or consolidation in which (x) the Corporation is a constituent party or (y) a subsidiary of the Corporation is a constituent party and the Corporation issues shares of its capital stock pursuant to such merger or consolidation; or (ii) the sale, lease, transfer, exclusive license or other disposition, in a single transaction or series of related transactions, by the Corporation or any subsidiary of the Corporation of all or substantially all the assets of the Corporation and... its subsidiaries taken as a whole or (2) the sale or disposition (whether by merger, consolidation or otherwise, and whether in a single transaction or a series of related transactions) of one (1) or more subsidiaries of the Corporation if substantially all of the assets of the Corporation and its subsidiaries taken as a whole are held by such subsidiary or subsidiaries, except where such sale, lease, transfer, exclusive license or other disposition is to a wholly owned subsidiary of the Corporation. View More

Deemed Liquidation Event. Shall have the meaning ascribed to it in the Company's Amended and Restated Certificate of Incorporation, as in effect on the date of this Agreement and regardless of the date on which such event occurs.

Deemed Liquidation Event. The meaning set forth in the Articles of Incorporation

Deemed Liquidation Event. Means a Deemed Liquidation Event, as such term is defined in the Certificate of Incorporation.

Deemed Liquidation Event. Means (i) any sale or transfer of more than 50% of the assets of the Corporation and its Subsidiaries on a consolidated basis (measured either by book value in accordance with generally accepted accounting principles consistently applied or by fair market value determined in the reasonable good faith judgment of the Corporation's Board of Directors) in any transaction or series of transactions (other than sales in the ordinary course of business), and (ii) any merger or consolidation of the... Corporation with or into any other entity or any sale of the capital securities of the Company, except (y) in the case of a merger or consolidation, for a merger or consolidation in which the Corporation is the surviving corporation, the terms of the Series D Preferred Stock, the Series E Preferred Stock, the Series F 24 Preferred Stock, the Series G Preferred Stock, the Series H Preferred Stock and the Series I Preferred Stock are not changed, and (z) in the case of a merger, consolidation or sale of capital securities, after giving effect to such merger, consolidation or sale, the direct or indirect holders of the Corporation's outstanding capital stock possessing a majority of the voting power (under ordinary circumstances) to elect a majority of the Corporation's Board of Directors immediately prior to the merger, consolidation or sale shall continue to own the Corporation's outstanding capital stock possessing the voting power to elect a majority of the Corporation's Board of Directors. Notwithstanding the foregoing, a Deemed Liquidation Event shall be deemed not to have occurred unless the holders of a majority of the Series E Preferred Stock and Series F Preferred (voting together as a single class) agree in writing. View More

Deemed Liquidation Event. Has the meaning set forth in Exhibit A to the Investment Agreement.

Deemed Liquidation Event. Shall have the meaning set forth in the Certificate of Incorporation.

Deemed Liquidation Event. The meaning given such term in the Articles

Deemed Liquidation Event. The meaning set forth in the Amended Articles, as may be amended from time to time