Common use of Definition of Change of Control Clause in Contracts

Definition of Change of Control. For purposes of this Agreement, “Change in Control” shall mean (i) a Change of Ownership; (ii) a Change in Effective Control; or (iii) a Change of Asset Ownership; in each case, as defined herein and as further defined and interpreted in Section 409A.

Appears in 10 contracts

Samples: Employment and Change (Newbridge Bancorp), Employment and Change (Newbridge Bancorp), Employment and Change (Newbridge Bancorp)

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Definition of Change of Control. For purposes of this Agreement, “Change in of Control” shall mean (i) a Change of Ownershipin Effective Control; (ii) a Change in Effective Controlof Asset Ownership; or (iii) a Change of Asset Ownership; in each case, as defined herein and as further defined and interpreted in Section 409A.

Appears in 10 contracts

Samples: Employment Agreement (First Bancorp /Nc/), Employment Agreement (First Bancorp /Nc/), Employment Agreement (Peoples Bancorp of North Carolina Inc)

Definition of Change of Control. For purposes of this Agreement, “Change in of Control” shall mean (i) a Change of Ownership; (ii) a Change in Effective Control; or (iii) a Change of Asset Ownership; in each case, as defined herein and as further defined and interpreted in Section 409A.

Appears in 9 contracts

Samples: Employment and Change (Entegra Financial Corp.), Employment and Change (Entegra Financial Corp.), Employment and Change (Macon Financial Corp.)

Definition of Change of Control. For purposes of this AgreementAs used herein, “Change in of Control” shall mean (i) the occurrence of a Change “change in the ownership,” a “change in the effective control” or a “change in the ownership of Ownership; (ii) a Change in Effective Control; or (iii) a Change substantial portion of Asset Ownership; in each casethe assets” of the Company, as defined herein and as further defined and interpreted determined in Section 409A.accordance with this definition. In determining whether an event shall be considered a “change in the ownership,” a “change in the effective control” or a “change in the ownership of a substantial portion of the assets” of the Company, the following provisions shall apply:

Appears in 8 contracts

Samples: Employment Agreement (TomoTherapy Inc), Employment Agreement (TomoTherapy Inc), Employment Agreement (TomoTherapy Inc)

Definition of Change of Control. For purposes of this Agreement, a “Change in of Control” shall will mean (i) a the first to occur of the following, provided that such Change of Ownership; (ii) Control qualifies as a Change change in Effective Control; ownership, change in effective control or (iii) a Change change in ownership of Asset Ownership; in each case, as defined herein and as further defined and interpreted in a substantial portion of assets of Legacy within the meaning of Section 409A.409A of the Code:

Appears in 4 contracts

Samples: Employment Agreement (Legacy Reserves Lp), Employment Agreement (Legacy Reserves Lp), Employment Agreement (Legacy Reserves Lp)

Definition of Change of Control. For purposes of this Agreement, “Change in of Control” shall mean (i) a Change of Ownership; (ii) a Change have the meaning set forth in Effective Control; or (iii) a Change of Asset Ownership; in each case, as defined herein and as further defined and interpreted in Section 409A.the Plan.

Appears in 2 contracts

Samples: Term Incentive Stock Plan (Hillshire Brands Co), Notice and Agreement (Hillshire Brands Co)

Definition of Change of Control. For purposes of As used in this Agreement, “Change in Control” shall mean (i) a the ------------------------------- phrase "Change of Ownership; (ii) a Change in Effective Control; or (iii) a Change of Asset Ownership; in each case, as defined herein and as further defined and interpreted in Section 409A." shall mean:

Appears in 1 contract

Samples: Employment Agreement (Cash Technologies Inc)

Definition of Change of Control. For purposes of As used in this Agreement, “Change in Control” shall mean (i) the occurrence of any of the following, provided the event constitutes a Change change in control within the meaning of Ownership; (ii) a Change in Effective Control; or (iii) a Change of Asset Ownership; in each caseCode Section 409A and the rules, as defined herein regulations and as further defined and interpreted in Section 409A.guidance promulgated thereunder

Appears in 1 contract

Samples: Agreement (Acnb Corp)

Definition of Change of Control. For purposes of this Agreement, the term “Change in of Control” shall mean (i) for an Optionee who is a party to an employment agreement with the Company or an Affiliate which agreement provides for a definition of “Change of Ownership; Control” therein, “Change of Control” shall have the same meaning as provided for in such agreement, or (ii) for an Optionee who is not a Change in Effective Control; or (iii) a party to such an agreement, “Change of Asset Ownership; in each case, as defined herein and as further defined and interpreted in Section 409A.Control” shall mean the earliest of the following to occur:

Appears in 1 contract

Samples: Omnibus Securities and Incentive Plan (Gevo, Inc.)

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Definition of Change of Control. For purposes of this Agreement, "Change in of Control" shall mean the occurrence of one or more of the following events: (i) a Change person or entity or group (as that term is used in Section 13(d)(3) of Ownership; the Exchange Act) of persons or entities shall have become the beneficial owner of a majority of the securities of the Company ordinarily having the right to vote in the election of directors, (ii) a Change in Effective Control; or (iii) a Change of Asset Ownership; in each case, as defined herein and as further defined and interpreted in Section 409A.during any consecutive two-year period,

Appears in 1 contract

Samples: Executive Employment Agreement (National Energy Group Inc)

Definition of Change of Control. For purposes of this Agreement, "Change in of Control" shall mean the occurrence of one or more of the following events: (i) a Change of Ownership; person or entity or group (ii) a Change in Effective Control; or (iii) a Change of Asset Ownership; in each case, as defined herein and as further defined and interpreted that term is used in Section 409A.13(d)(3) of the Exchange Act) of persons or entities shall have become the beneficial owner of a majority of the securities of the Company ordinarily having

Appears in 1 contract

Samples: Executive Employment Agreement (National Energy Group Inc)

Definition of Change of Control. For purposes of this Agreement, “Change in of Control” shall mean (i) a Change of Ownership; (ii) a Change in Effective Control; means [a] any person or (iii) a Change of Asset Ownership; in each case, group [as defined herein and as further defined and interpreted in for purposes of Section 409A.13(d) of the Securities Exchange Act of 1934] that becomes the beneficial owner of, or has the right to acquire (by contract, option, warrant, conversion of convertible securities or otherwise), 20 percent or more of the outstanding equity securities of BLI entitled to vote

Appears in 1 contract

Samples: Employment Agreement by And (Big Lots Inc)

Definition of Change of Control. For purposes of this Agreement, “Change in of Control” shall mean means the occurrence of a “change in the ownership of the Company,” a “change in the effective control of the Company,” or a “change in the ownership of a substantial portion of the Company’s assets” (i) a Change of Ownership; (ii) a Change in Effective Control; or (iii) a Change of Asset Ownership; in each case, as such terms are defined herein and as further defined and interpreted in Section 409A.below).

Appears in 1 contract

Samples: Share Award Agreement (Neenah Paper Inc)

Definition of Change of Control. For purposes of this Agreementagreement, “Change means a change in Control” shall mean (i) a Change the ownership or control of Ownership; (ii) a Change in Effective Control; or (iii) a Change the Company affected through any one of Asset Ownership; in each case, as defined herein and as further defined and interpreted in Section 409A.the following transactions:

Appears in 1 contract

Samples: Employment Agreement (EdgeWave, Inc.)

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