Termination; Acceleration. All rights of the Optionee in the Option to the extent not exercised shall terminate at the expiration of the Exercise Period(s) herein defined or, if sooner, 18 months after the stockholders of the Company shall have approved an agreement to merge or consolidate with or into another corporation (and the Company is not the survivor of such merger or consolidation) or an agreement to sell or otherwise dispose of all or substantially all of the Company's assets (including a plan of liquidation). Immediately upon the occurrence of any such events or any change in a majority of the Board of Directors of the Company, the entire Option shall automatically become fully vested and exercisable notwithstanding Section 2 hereof.
Termination; Acceleration. Upon the occurrence of an Event of Default, then, and in every such event (other than an event described in Section 6.01(f)), and at any time thereafter during the continuance of such event, the Agent shall, by notice to the Borrower, if directed by the Required Lenders, declare the unpaid principal and interest of the Loans to be forthwith due and payable, whereupon the principal of such Loans, together with accrued interest thereon and any unpaid accrued Fees and all other liabilities of the Borrower accrued hereunder, shall become forthwith due and payable and all Commitments shall automatically terminate, without presentment, demand, protest or any other notice of any kind, all of which are hereby expressly waived by the Borrower, anything contained herein or in any Loan Document (other than the NBA Consent Letter and the Security Agreement) to the contrary notwithstanding; and, in any event described in Section 6.01(f) above, the principal of the Loans, together with accrued interest thereon and any unpaid accrued Fees and all other liabilities of the Borrower accrued hereunder, shall automatically become due and payable and all Commitments shall automatically terminate, without presentment, demand, protest or any other notice of any kind, all of which are hereby expressly waived by the Borrower, anything contained herein or in any of the Loan Documents (other than the NBA Consent Letter and the Security Agreement) to the contrary notwithstanding.
Termination; Acceleration. Upon the occurrence and during the continuation of any Event of Default, without further order of, application to, or action by, the Bankruptcy Court and without limiting any other right or remedy, at the direction of the Required Lenders, the Administrative Agent may by written notice to the Borrower and the Committee in accordance with Section 10.2 (a) declare that all or any portion of the Term Loan Commitment be terminated, whereupon the obligation of the Lenders to make Loans shall immediately terminate, and (b) declare the Loans, the PIK Interest Notes, all accrued interest thereon and all other amounts and Obligations payable under this Agreement to be forthwith due and payable, whereupon the Loans, the PIK Interest Notes, all such interest and all such amounts and Obligations shall become and be forthwith due and payable, without presentment, demand, protest or further notice of any kind, all of which are hereby expressly waived by the Borrower.
Termination; Acceleration. If an Event of Default specified in Section 7(f) or (g) shall occur, then, and in any such event, the Commitment shall immediately terminate and the Loans and all other Obligations shall become immediately due and payable without any notice or other action by Lender. If any other Event of Default shall occur and be continuing, then, and in any such event, Lender may, without any notice or demand, (i) terminate forthwith the Commitment and/or (ii) declare the Loans and all other Obligations to be immediately due and payable.
Termination; Acceleration. In the event that the Company ----------- ------------ consummates an underwritten public offering of its capital stock registered pursuant to the Securities Act on or before January 1, 2001, then the Put Right set forth in this Section 4 shall automatically terminate. In addition, the Company shall give AC written notice at least fourteen (14) days prior to the consummation of any Liquidity Event, and in the event of such a Liquidity Event, AC shall by written notice to the Company given at any time prior to the consummation of such Liquidity Event, either (a) accelerate the put right under this Section 4, whereupon the obligations of the Company under this Section 4 shall be fulfilled either immediately prior to or simultaneously with the consummation of such Liquidity Event, or (b) waive the Put Right (or give a Rescission Notice in the event that AC has already exercised such Put Right, in which case AC shall immediately repay to the Company any portion of the Repurchase Price theretofore paid and the Company shall immediately return to AC the uncancelled original stock certificate(s) representing the Put Shares) under this Section 4. The term "Liquidity Event" shall mean (x) an underwritten --------------- initial public offering of the Company's capital stock which occurs after January 1, 2001, (y) the sale of all or substantially all of the property and assets of the Company in one transaction or a series of one or more related transactions, or (z) the acquisition of the Company by another person or entity by means of stock purchase (whether by transfer or outstanding shares or through new issuances), merger, consolidation or otherwise which would result in the exchange of shares of capital stock of the Company for cash, securities or other consideration paid by the acquiring person or entity, or any similar transaction.
Termination; Acceleration. The Lenders may immediately terminate this Loan Agreement and the Loan Documents by notice to Borrower and declare the unpaid balance of the Obligations to be immediately due and payable.
Termination; Acceleration. The lender may terminate the loan agreement and require the full loan amount to be due for immediate repayment only for good cause. There may be good cause if the conditions for the disbursement of the loan if there was an unsuccessful request with a deadline, e.g., or the loan is not removed, the borrower violates material contractual obligations, the borrower provided incorrect information that had an influence on the granting of the loan. The right of the lender to terminate the contract for any other important or otherwise legally permissible reason remains unaffected.
Termination; Acceleration. Upon a Change in Control, all then outstanding Awards will become fully vested immediately prior to the Change in Control and will be cancelled in exchange for a cash payment or other consideration generally provided to stockholders in the Change in Control equal to the then current value of the Award, determined as though the Award was fully vested and any restrictions applicable to such Award had lapsed immediately prior to the Change in Control. Any payment or settlement pursuant to this paragraph (b) will be made within thirty (30) days after the Change in Control.
Termination; Acceleration. If, upon a Change in Control, the provisions of paragraph (c) do not apply, this Award will become fully vested immediately prior to the Change in Control and will be cancelled in exchange for a cash payment or other consideration generally provided to stockholders in the Change in Control equal to the then current value of the Award, determined as though the Award was fully vested and any restrictions applicable to such Award had lapsed immediately prior to the Change in Control. Any payment or settlement pursuant to this paragraph (d) will be made within thirty (30) days after the Change in Control or, if required by Code Section 409A, on the date that payment or settlement would have otherwise occurred under the terms of the Award.
Termination; Acceleration. If, upon a Change in Control, the provisions of paragraph (b) do not apply, this Award will become fully vested immediately prior to the Change in Control and will be cancelled in exchange for a cash payment or other consideration generally provided to stockholders in the Change in Control equal to the then current value of the Award, determined as though the Award was fully vested and any restrictions applicable to such Award had lapsed immediately prior to the Change in Control; Any payment or settlement pursuant to this paragraph (c) will be made within thirty (30) days after the Change in Control or, if required by Code Section 409A, on the date that payment or settlement would have otherwise occurred under the terms of the Award. Schedule 1 Restricted Stock Agreement Name of Grantee: Number of Shares: __________ Shares Date of Grant: Vesting Dates: Subject to accelerated vesting and/or forfeiture in accordance with Section 3 of the Restricted Stock Agreement, the following number of shares of Restricted Stock will vest on the following dates:
