Extraordinary Corporate Transaction

Extraordinary Corporate Transaction. Means the entry by the Company into (i) a binding merger or other agreement with respect to a Change of Control, (ii) an extraordinary dividend funded by the Company's incurrence of a material amount of incremental indebtedness or by all or substantially all of the Company's cash, (iii) a liquidation of all or substantially all of the assets of the Company or (iv) a reorganization of the Company under any federal or state law relating to bankruptcy or insolvency, where the BD Designee voted in... his or her capacity as a director of the Company against the Board approving or entering into such merger or other agreement, extraordinary dividend, liquidation or reorganization. View More