Other Transaction. Any other transaction or course of action engaged in, directly or indirectly, by the Company, the Business Unit or an Affiliate that has a substantially similar effect as the transactions of the type referred to in clause (a) or (b) above, except as provided in clause (y) or (z) below. A Disposition of a Business Unit may occur even if such Business Unit constitutes part of a larger enterprise at the time of the relevant Disposition of a Business Unit transaction and such Disposition of a Business Unit involves such larger enterprise. However, a “Disposition of a Business Unit” shall not occur:
Other Transaction. If the consideration offered to shareholders of the Company in connection with a Change of Control consists of cash or of New Stock that is not publicly traded, upon the occurrence of the Change of Control, the Director will surrender the Option to the Acquiring Entity in return for a payment in cash equal to the Black-Scholes value of the Option as of the date of the Change of Control, without discount for risk of forfeiture and non-transferability. Such Black-Scholes valuation will be performed on a basis consistent with the methodology set forth in Article IV, Section 5(g) of the Plan.
Other Transaction. All of the conditions set forth in Article VI of the VERITAS Merger Agreement (other than Section 6.1(f) thereof and the filing of the Merger Certificate thereunder) shall have been satisfied or waived. Purchaser shall have received a certificate with respect to the foregoing, signed on behalf of Seller by the President and the Chief Financial Officer of Seller.
Other Transaction. The Client shall inform NBIN of any Option transaction entered into with any other broker, dealer, individual or other entity, prior to or at the same time with any Option Transaction executed through NBIN. The Client shall indemnify NBIN for any loss or liability suffered as the result of the Client’s failure to notify NBIN of such Transaction.
Other Transaction. 5.4 Parent....................................................
Other Transaction. (i) Subject to Section 2.7(l)(iv), in the event of the consummation of an Extraordinary Transaction during Earnout Year One, Earnout Year Two or Earnout Year Three, each Company Holder shall be entitled to receive, in lieu of any future payments pursuant to Section 2.7(g), an amount equal to 50% of their Earnout Pro-Rata Portion remaining unpaid portion of the Maximum Earnout Amount, and upon payment thereof, any obligation of Parent, Buyer, Surviving Corporation or any successor thereto to make any additional or future payment to the Company Holders pursuant to the terms of this Agreement and the rights of the Company Holders to receive any such payment, shall terminate.
Other Transaction. Seller and certain of its Affiliates have entered into one or more definitive agreements with respect to the acquisition of more than fifty (50) retail properties for an aggregate amount in excess of Four Hundred Million and NO/100 Dollars ($400,000,000) (such agreement, the “Other Purchase Agreement” and the transactions contemplated thereby, the “Other Transaction”). The Other Purchase Agreement is subject to certain contingencies and other conditions to closing. The Other Purchase Agreement is in full force and effect.
Other Transaction. (a) Notwithstanding any other provision herein, Golfsmith shall be permitted to, and not be restricted in any way or manner from, at any time and from time to time, directly or indirectly (a) soliciting, initiating, encouraging, engaging in or responding to any inquiries, submissions, proposals or offers regarding any Other Transaction; (b) encouraging or participating in any discussions or negotiations regarding any Other Transaction, (c) providing any information to, or otherwise cooperating in any way with, any Person in connection with any Other Transaction or (d) entering into any agreement related to an Other Transaction which would provide aggregate cash proceeds to the Noteholders in excess of the aggregate principal amount of the New Second Lien Notes or is otherwise on terms acceptable to the Majority Supporting Noteholders, provided such Other Transaction provides for assumption and fulfillment of obligations under the Transition Services Agreement by a party and in a form acceptable to the Canadian Purchaser, acting reasonably.