Liquidation Event

Liquidation Event. Means any of the following: (i) a liquidation or dissolution of the Company, (ii) the sale or other disposition in one or the final of a series of related transactions of all or substantially all of the assets or businesses of the Company and its Subsidiaries to any Person (or group of Persons) other than Castle Harlan (and/or its Affiliates), or (iii) a sale of equity, merger, acquisition, consolidation, combination, reorganization or other transaction involving or relating to the Company... resulting in less than 10% of the combined voting power of the surviving or resulting entity being owned by Castle Harlan (and/or its Affiliates). View More

Liquidation Event. Any transaction deemed to be a liquidation, dissolution or winding up of the Company as set forth in Section 2 of Article FOUR of the Company's current Certificate of Incorporation (or any successor provision).

Liquidation Event. Shall mean a liquidation or winding up of the Company in a single transaction or series of transactions or a Change of Control.

Liquidation Event. : (a) that the Company or any Subsidiary, pursuant to or under or within the meaning of any Bankruptcy Law: (i) commences a voluntary case or proceeding; (ii) consents to the entry of any order for relief against it in an involuntary case or proceeding or the commencement of any case against it; (iii) consents to the appointment of a Custodian of it or for any substantial part of its property; (iv) makes a general assignment for the benefit of its creditors;... (v) files a petition in bankruptcy or answer or consent seeking reorganization or relief; or (vi) consents to the filing of such petition or the appointment of or taking possession by a Custodian; or (b) that a court of competent jurisdiction has entered an order or decree under any Bankruptcy Law that: (i) is for relief against the Company or any Subsidiary, or adjudicates the Company or any Subsidiary to be insolvent or bankrupt; (ii) appoints a custodian or receiver for the Company or any Subsidiary, or for any substantial part of its property; or (iii) orders the winding up or liquidation of the Company or any Subsidiary, and such order or decree remains unstayed and in effect for at least thirty (30) days. View More

Liquidation Event. Means any termination, liquidation, dissolution or winding up of the Corporation, either voluntary or involuntary. At the election of the Holders of a majority of the then outstanding shares of Series B Preferred Stock, (a) the consolidation or merger of the Corporation into or with another Person or Persons (other than any such transactions in which the holders of a majority of the Voting Stock in the Corporation (measured by voting power rather than the number of shares and without... distinction as to any series or class of Voting Stock) immediately before such transaction hold a majority of the Voting Stock in the surviving Person (measured by voting power rather than the number of shares and without distinction as to any series or class of Voting Stock) immediately after such transaction), or (b) the sale of all or substantially all of the assets of the Corporation and its Subsidiaries (determined on a consolidated basis) shall each be deemed a Liquidation Event. View More

Liquidation Event. Shall mean (x) merger or consolidation of the Company with or into another entity (except for a merger or consolidation in which the shares of the Company outstanding immediately prior to the closing of such merger or consolidation (1) represent or are converted into shares of the surviving entity that represent at least a majority of the total number of shares of the surviving entity that are outstanding or are reserved for issuance immediately after the closing of the merger or consolidation... and (2) have the power to elect a majority of the surviving entity's directors), (y) the sale or transfer by the Company of all or substantially all its assets, or (z) the acquisition in a single transaction or series of related transactions by any person or group of fifty percent (50%) or more of the Company's shares of Common Stock (assuming the conversion of all outstanding shares of Preferred Stock). View More

Liquidation Event. Means a Change in Control, or any voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Corporation.

Liquidation Event. Means any liquidation, dissolution or winding up of the Corporation, either voluntary or involuntary.

Liquidation Event. Means the liquidation, dissolution or winding up of the Corporation, whether voluntary or involuntary, and also includes (i) the acquisition of the Corporation by another entity by means of any transaction or series of related transactions (including, without limitation, any reorganization, merger or consolidation) that results in the sale, disposition or other transfer of more than fifty percent (50%) of the outstanding voting power of the Corporation or (ii) a sale, exclusive license or other... disposition of all or substantially all of the assets of the Corporation. 8 View More

Liquidation Event. Means the occurrence of a liquidation, dissolution or winding up of the affairs of the Corporation, whether voluntary or involuntary. Neither the sale of all or substantially all of the property or business of the Corporation nor the consolidation or merger of the Corporation with or into any other Person, individually or in a series of transactions, shall be deemed a Liquidation Event.