A Change in Control Sample Clauses

A Change in Control. 1. If the Option is to be assumed by the successor corporation (or the parent thereof) in connection with a Change in Control or is otherwise to be continued in full force and effect pursuant to the terms of the Change in Control transaction, then none of the Option Shares shall vest on an accelerated basis upon the occurrence of that Change in Control, and Optionee shall accordingly continue, over his or her period of Service following the Change in Control, to vest in the Option Shares in one or more installments in accordance with the provisions of the Option Agreement. However, upon an Involuntary Termination of Optionee’s Service within twelve (12) months following such Change in Control, all the Option Shares at the time subject to the Option shall automatically vest in full on an accelerated basis so that the Option shall immediately become exercisable for all the Option Shares as fully-vested shares and may be exercised for any or all of those Option Shares as vested shares. The Option shall remain so exercisable until the earlier of (i) the Expiration Date or (ii) the expiration of the one (1)-year period measured from the date of the Involuntary Termination.
A Change in Control. In the event of the Participant’s Termination of Service as a Director following a Change in Control, all Options held by the Participant, whether or not exercisable at such time, will become fully exercisable, subject to the expiration provisions otherwise applicable to the Option. A “Change in Control” will be deemed to have occurred as provided in Section 4.2 of the Plan.
A Change in Control. 1. If the Repurchase Right is assigned to the successor corporation (or parent thereof) or otherwise continued in full force and effect pursuant to the terms of the Change in Control transaction and Optionee’s Service is Involuntarily Terminated within twelve months following such Change in Control, then the Repurchase Right shall terminate automatically, and all the Purchased Shares shall immediately vest with respect to the lesser of (a) 25% of total number of Purchased Shares or (b) the number of Unvested Shares at the time Optionee’s Service is Involuntary Terminated. Unvested Shares that have been held in an escrow account maintained on Optionee’s behalf pursuant to Paragraph D.6 of the Purchase Agreement and that become vested on an accelerated basis in accordance with this Addendum shall be released from such escrow at the time of such Involuntary Termination.
A Change in Control. For the purposes of this Agreement, "Change in ------------------- Control" shall mean:
A Change in Control. (b) If other vesting provisions are provided by the Board or the Compensation Committee of the Board with respect to the Employer Deferral Account SERP subaccount of any SERP Participant no later than the date the first contribution by the Employer to the Participant’s Employer Deferral Account SERP subaccount is made (or at any time thereafter if such other vesting provision make vesting more favorable to the SERP Participant), vesting in the SERP Participant’s Employer Deferral Account SERP subaccount shall be determined as so provided by the Board or its Compensation Committee.
A Change in Control. In the event of the Participant’s Termination of Service following a Change in Control, all unvested Options held by the Participant will expire and be forfeited. Vested Options will be exercisable for one (1) year following the date of Involuntary Termination following a Change in Control. A “Change in Control” will be deemed to have occurred as provided in Section 4.2 of the Plan.
A Change in Control occurs automatically by operation of Legislation and without the Grant Recipient being able to notify in advance, the Grant Recipient shall provide Homes England with a completed Constitutional Change Notification (in accordance with the requirements of Clause 14.7 (Operational Obligations) at least ten (10) Business Days prior to any Change in Control or Restructure. Where the circumstances contemplated in Clause 15.27.1 (Review, Monitoring and Reporting) or Clause 15.27.2 (Review, Monitoring and Reporting) apply, the Grant Recipient shall provide Homes England with a completed Constitutional Change Notification within ten (10) Business Days after the relevant Change in Control or Restructure has occurred.
A Change in Control shall be deemed to have occurred if (A) any Person (other than (a) the Company or any subsidiary, or (b) any pension, profit sharing, employee stock ownership or other employee benefit plan of the Company or any subsidiary or any trustee of or fiduciary with respect to any such plan when acting in such capacity) is or becomes, after the date of this Agreement, the Beneficial Owners of [ %] or more of the total voting power of the Voting Shares, (B) during any period of two consecutive years, individuals who at the beginning of such period constitute the Board of Directors of the Company and any new director whose election or appointment by the Board of Directors or nomination or recommendation for election by the Company’s stockholders was approved by a vote of at least two-thirds (2/3) of the directors then still in office who either were directors at the beginning of the period or whose election or nomination for election was previously so approved, cease for any reason to constitute a majority thereof, or (C) the stockholders of the Company approve a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the Voting Shares of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into Voting Shares of the surviving entity) at least 75 % of the total voting power represented by the Voting Shares of the Company or such surviving entity outstanding, or the stockholders of the Company approve a plan of complete liquidation of the Company or an agreement for the sale or disposition by the Company of all or substantially all of the Company’s assets.
A Change in Control. A "Change in Control" means ------------------- (a) the sale of all or substantially all of the assets of the Company to any person or entity that, prior to such sale, did not control, was not under common control with, or was not controlled by, the Company, or (b) the Company's merger or consolidation with or into another entity, regardless of which entity survives such merger or consolidation, unless at least fifty percent (50%) of the outstanding voting securities of the surviving or parent corporation, as the case may be, immediately following such transaction are beneficially held by such persons and entities in the same proportion as such persons and entities beneficially held the outstanding voting securities of the Company immediately prior to such transaction, or (c) the acquisition of at least fifty percent (50%) of the outstanding voting securities of the Company by any person, or any "group" as contemplated under Section 13(d) of the Securities Exchange Act of 1934, as amended; it being agreed, in any event, that the issuances of shares to the stockholders of the founding companies consolidating with the Company on or about the time of either the initial public offering of the Company, and the issuance of shares in such initial public offering, shall in no event constitute a Change of Control.
A Change in Control. In the event of a Change in Control, if you involuntarily forfeit your current position or if you will be employed at a significantly lower salary, all Stock Awards will become fully exercisable. In addition, all Stock Awards may become fully exercisable pursuant to Sections 18 (a) and 18(b) of the Plan. A “Change in Control” will be deemed to have occurred as provided in Section 2(b) of the Plan.