Triggering Event

Triggering Event. Means the first to occur (if at all) of any of the following: a. the Executive's employment with the Company is terminated by the Company (other than for Cause, Disability or death) or by the Executive for Good Reason, in 3 each case prior to the first to occur of (i) termination of the Merger Agreement at any time prior to the Effective Time or (ii) the Closing of the Combinations, or b. the Closing of the Combinations.

Triggering Event. Shall mean the occurrence of any one or more of the following: (a) the occurrence and continuance of an Event of Default under Section 10.1(a)(i) hereof; (b) the occurrence and continuance of an Event of Default under Sections 10.1(f), 10.1(g) or 10.1(h) hereof; (c) the occurrence and continuance of any other Event of Default and either (i) the acceleration by Agent of the payment of all or a material portion of the Obligations or (ii) the exercise by Collateral Agent of its rights and remedies... with respect to all or a material portion of the Collateral, (d) the failure of any Tranche A Lender to remit in immediately available funds the amount of such Tranche A Lender's Pro Rata Share of any requested borrowing of Tranche A Loans on any applicable Tranche A Loan funding date, or (e) the failure of any Tranche B Lender to remit in immediately available funds the amount of such Tranche B Lender's Pro Rata Share of any requested borrowing of Tranche B Loans on any applicable Tranche B Loan Deemed Funding Date. 4 View More

Triggering Event. (e) [Intentionally Deleted].

Triggering Event. Means (i) the Company or its successor terminates Executive's employment under any circumstances other than for Cause, death or Disability, or (ii) Executive resigns Executive's employment with Good Reason. The date of the Triggering Event will be the date Executive's employment terminates (as identified in the release agreement attached as Exhibit A). For clarification and without limitation, (1) a change in Executive's duties that is approved by the Board or its Compensation Committee and... that is commensurate with Executive's seniority as of the date of this Agreement of the Company will not constitute Good Reason or otherwise be a Triggering Event, and (2) any claimed constructive termination by Executive will not constitute a Triggering Event and will not entitle Executive to the benefits herein unless the circumstances supporting the constructive termination about to Good Reason as defined herein. View More

Triggering Event. Shall mean the first to occur of the following: (i) The acquisition by any individual, entity or "group" (within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")) of beneficial ownership (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of thirty-three percent (33%) or more of either (A) the then outstanding shares of common stock of the Company (the "Outstanding Company Common Stock") or (B) the combined... voting power of the then outstanding voting securities of the Company entitled to vote generally in the election of directors (the "Outstanding Company Voting Securities"); provided, however, that the following acquisitions of common stock shall not constitute a Triggering Event: (A) any acquisition directly from the Company (excluding an acquisition by virtue of the exercise of a conversion privilege or by one person or a group of persons acting in concert), (B) any acquisition by the Company, (C) any acquisition by any employee benefit plan (or related trust) sponsored or maintained by the Company or any corporation controlled by the Company or (D) any acquisition by any corporation pursuant to a reorganization, merger, statutory share exchange or consolidation which would not be a Triggering Event under paragraph (iii) of this Section 2(m); or (ii) Individuals who, as of the date hereof, constitute the Board (the "Incumbent Board") cease for any reason to constitute at least a majority of the Board; provided, however, that any individual becoming a director subsequent to the date hereof whose election, or nomination for election by the Company's shareholders, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board shall be considered as though such individual were a member of the Incumbent Board, but excluding, for this purpose, any such individual whose initial assumption of office occurs as a result of either an actual or threatened "election contest" or other actual or threatened "solicitation" (as such terms are used in Rule 14a-11 of Regulation 14A promulgated under the Exchange Act) of proxies or consents by or on behalf of a person other than the Incumbent Board; or (iii) Consummation of a reorganization, merger, statutory share exchange or consolidation, unless, following such reorganization, merger, statutory share exchange or consolidation, (A) more than two-thirds (2/3) of, respectively, the then outstanding shares of common stock of the corporation resulting from such reorganization, merger, statutory share exchange or consolidation and the combined voting power of the then outstanding voting securities of such corporation entitled to vote generally in the election of directors is then beneficially owned, directly or indirectly, by all or substantially all of the individuals and entities who were the beneficial owners, respectively, of the Outstanding Company Common Stock and Outstanding Company Voting Securities immediately prior to such reorganization, merger, statutory share exchange or consolidation in substantially the same proportions as their ownership, immediately prior to such reorganization, merger, statutory share exchange or consolidation, (B) no person (excluding the Company, any employee benefit plan (or related trust) of the Company or such corporation resulting from such reorganization, merger, statutory share exchange or consolidation and any person beneficially owning, immediately prior to such reorganization, merger, statutory share exchange or consolidation, directly or indirectly, thirty-three percent (33%) or more of the Outstanding Company Common Stock or Outstanding Voting Securities, as the case may be) beneficially owns, directly or indirectly, thirty-three percent (33%) or more of, respectively, the then outstanding shares of common stock of the corporation resulting from such reorganization, merger, statutory share exchange or consolidation or the combined voting power of the then outstanding voting securities of such corporation, entitled to vote generally in the election of directors and (C) at least a majority of the members of the board of directors of the corporation resulting from such reorganization, merger, statutory share exchange or consolidation were members of the Incumbent Board at the time of the execution of the initial agreement providing for such reorganization, merger or consolidation; or (iv) Consummation of (A) a complete liquidation or dissolution of the Company or (B) the sale or other disposition of all or substantially all of the assets of the Company, other than to a corporation, with respect to which following such sale or other disposition, (1) more than two-thirds (2/3) of, respectively, the then outstanding shares of common stock of such corporation and the combined voting power of the then outstanding voting securities of such corporation entitled to vote generally in the election of directors is then beneficially owned, directly or indirectly, by all or substantially all of the individuals and entities who were the beneficial owners, respectively, of the Outstanding Company Common Stock and Outstanding Company Voting Securities immediately prior to such sale or other disposition in substantially the same proportion as their ownership, immediately prior to such sale or other disposition, of the Outstanding Company Common Stock and Outstanding Company Voting Securities, as the case may be, (2) no person (excluding the Company and any employee benefit plan (or related trust) of the Company or such corporation and any person beneficially owning, immediately prior to such sale or other disposition, directly or indirectly, thirty-three percent (33%) or more of the Outstanding Company Common Stock or Outstanding Company Voting Securities, as the case may be) beneficially owns, directly or indirectly, thirty-three percent (33%) or more of, respectively, the then outstanding shares of common stock of such corporation or the combined voting power of the then outstanding voting securities of such corporation entitled to vote generally in the election of directors and (C) at least a majority of the members of the board of directors of such corporation were members of the Incumbent Board at the time of the execution of the initial agreement or action of the Board providing for such sale or other disposition of assets of the Company. 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Triggering Event. Shall mean any of the following: (a) the commencement by any person or group of persons, other than the Company or a Subsidiary, of a tender or exchange offer for twenty-five percent (25%) or more of the outstanding shares of the common stock of the Company; (b) the acceptance by the Board of Directors of the Company of, or the public recommendation by the Board that the stockholders of the Company accept, an offer from any person or group of persons, other than the Company or a Subsidiary, to... acquire twenty-five percent (25%) or more of either the outstanding shares of the common stock of the Company or the consolidated assets of the Company; (c) the acquisition, by any person or group of persons, of the beneficial ownership or the right to acquire beneficial ownership of twenty-five percent (25%) or more of the outstanding shares of the common stock of the Company (the term "group" and "beneficial ownership" as used in the paragraph having the meanings assigned thereto in Section 13(d) of the 1934 Act and the regulations promulgated thereunder); or (d) the Company (or any Subsidiary or Subsidiaries in the aggregate representing at least 25% of the consolidated assets of the Company), shall have entered into an agreement with any person, or any person shall have filed a draft or final application or notice with the Board of Governors of the Federal Reserve System or the Office of the Comptroller of the Currency or any other deferral or state regulatory agency for approval, to (i) merge or consolidate with, or enter into any similar transaction with, the Company or such Subsidiary, in which the Company or Subsidiary is not the survivor (ii) purchase, lease or otherwise acquire all or substantially all of the assets of the Company or such Subsidiary or (iii) purchase or otherwise acquire (including by way of merger, consolidation, share exchange or any similar transaction ) or otherwise hold or own, securities representing twenty-five percent (25%) or more of the voting power of the Company or such Subsidiary. 2 View More

Triggering Event. Shall mean the formal declaration to pay the Bonus by the Board of Directors based on one of the following events: (1) a Change in Control, as defined in the 2009 Equity Incentive Plan, (2) removal of the "going concern" status rendered by external audit and as reported in Company filings; (3) intermediate-term financing which has been determined the Board, in its sole discretion, to merit the approval of a Bonus; or (4) entry into a material definitive agreement, which has been determined by... the Board, in its sole discretion, to merit the approval of a Bonus. View More

Triggering Event. Means (a) a merger or consolidation of the Borrower other than a merger or consolidation involving the Noteholder in which the Borrower's stockholders immediately prior to the transaction do not own, directly or indirectly, more than fifty percent (50%) of the capital stock of the surviving corporation; (b) the acquisition of more than fifty percent (50%) of the Borrower's outstanding capital stock by a single person, entity or group, or persons or entities acting in concert, in each case other... than the Noteholder; (c) a sale or transfer of all or substantially all of the assets of the Borrower to any person or entity other than the Noteholder; or (d) any financing transaction undertaken by the Borrower other than the issuance of this Note or in connection with Permitted Debt. View More

Triggering Event. Any of the events provided for in Section 6, the occurrence of which shall give rise to an obligation or right of FFE to such Participant of the Phantom Share Value of Participant's Allocated Phantom Shares.

Triggering Event. A "Triggering Event" shall be deemed to have occurred upon any Person, becoming an Acquiring Person.