Change in Control Amount shall have the meaning set forth in Section 4(e) hereof.
Change in Control Amount means an amount equal to the value of the Award calculated in accordance with Section 4 hereof, but determined as if the Performance Period ended on the Change in Control Date.
Change in Control Amount means, as to a Designated Employee, the dollar amount equal to three times the Designated Employee base salary (his gross annual salary, exclusive of any bonuses, but including any deferrals to a tax-qualified plan) in effect as of date of the occurrence of a Vesting Event under Section 1.21(e), minus one dollar.
Examples of Change in Control Amount in a sentence
At the discretion of the Committee, all or any portion of the shares of Common Stock issued to the Participant in respect of Units awarded pursuant to Section 2(a) hereof, if any, and all or any portion of the proceeds received from the sale of such shares of Common Stock (or, in the event of Change in Control, all or any portion of the Change in Control Amount) shall be subject to forfeiture in accordance with the provisions of 15 U.S.C. ss.
In addition to any benefits that the Executive may be entitled to receive pursuant to the provisions in Sections 5(c)(i) to 5(c)(iv), the Company shall pay to the Executive the Change in Control Amount, if the Executive becomes eligible to receive the Change in Control Amount pursuant to the provisions in Section 6.
Royal shall have received proof satisfactory to it of (i) the amount of each of the Frontenac Transactional Expenses and each Frontenac Change in Control Amount and (ii) the payment of all Frontenac Transactional Expenses and Frontenac Change in Control Amounts on or before the Closing Date, in each case together with such other documentation as Royal may reasonably request in connection therewith.
If a Participant’s employment or service terminates on account of Retirement or Disability before a Change in Control, and a Change in Control subsequently occurs before the end of the Performance Period, the prorated amount in Paragraph 8(b) shall be calculated by multiplying the fraction described in Paragraph 8(b) by the Change in Control Amount.
In the event the Maker fails to make any payment of the Principal Amount, the Change in Control Amount or any interest hereunder when due, interest shall accrue on the overdue amount at a rate of 20.0% per annum.
More Definitions of Change in Control Amount
Change in Control Amount means the greater of (i) $2,000 per share of Series B Preferred Stock, subject to adjustment for stock splits, stock dividends, reorganizations and the like, and (ii) an amount representing an Internal Rate of Return on the investment of holders of the Series B Preferred Stock of at least 30%.
Change in Control Amount means: (a) with respect to any Dollar Note in existence as of the Change in Control Date, (i) all Fixed Principal Amounts and all accrued but unpaid interest and all future interest due or to become due with respect to such Dollar Note, (ii) the Contingent Principal Amount relating to the preceding fiscal year (to the extent not yet paid), and (iii) the Contingent Principal Amounts relating to the current and future fiscal years; provided, that the Contingent Principal Amounts for each of the respective current and future fiscal years shall be deemed, solely for purposes of calculating the Change in Control Amount, to be equal to the difference between (A) 15% of Reorganized Avianca–SAM’s then LTM EBITDA and (B) the portions of the Fixed Principal Amount that would otherwise have been payable in the applicable Contingent Payments Measuring Year, such difference to be discounted at 10% per annum from the applicable Contingent Payment Dates to the Change in Control Date; provided further, that if the Creditors Representative disagrees with the calculation of the Change in Control Amount and any other calculation hereunder based on the provisions of this definition, then such amount or calculation must be approved by the Bankruptcy Court or the District Court as appropriate.
Change in Control Amount means (x) the lesser of (A) 4% of the Aggregate Proceeds, from a single or multiple transactions, in connection with any Change in Control or any sale, assignment, transfer or other disposition, not in the ordinary course, of the stock, assets or business of the Corporation or (B) $4,655,469, minus (y) $3,293,250; and
Change in Control Amount means (x) the lesser of (A) 4% of the Aggregate Proceeds, from a single or multiple transactions, in connection with any Change in Control or any sale, assignment, transfer or other disposition, not in the ordinary course, of the stock, assets or business of the Company or (B) $4,655,469, minus (y) $3,293,250; In determining the value of the non-cash total proceeds actually received by the Company or its shareholders pursuant to this Section VI.C(a), (x) securities that are traded on a United States national securities exchange or approved for quotation on the Nasdaq National Market or any similar system of automated dissemination of quotations of securities prices will be valued at 100% of the average closing price or last sale price, as applicable, on the 10 trading days prior to, but excluding the date of the Change in Control and (y) securities, assets or property (other than cash and securities valued in accordance with clause (x) hereof) will be valued in good faith by the Board of Directors of the Company;”
Change in Control Amount means: (a) with respect to any Dollar Note in existence as of the Change in Control Date, (i) all Fixed Principal Amounts and all accrued and future interest due or to become due with respect to such Dollar Note, (ii) the Contingent Principal Amount relating to the preceding fiscal year (to the extent not yet paid), and (iii) the Contingent Principal Amounts relating to the current and future fiscal years; provided, that the Contingent Principal Amounts for each of the respective current and future fiscal years shall be deemed, solely for purposes of calculating the Change in Control Amount, to be equal to the difference between (A) 15% of the Company's then LTM EBITDA and (B) the portions of the Fixed Principal Amount that would otherwise have been payable in the applicable Contingent Payments Measuring year, such differenced to be discounted at 10% per annum from the applicable Contingent Payment Dates to the Change in Control Date.] [SUBJECT TO REVIEW AND MUTUAL AGREEMENT]
Change in Control Amount means the aggregate amount due to the CIC Compensation Recipients as a result of the Merger (and, as applicable, the termination of their employment with the Company or any Subsidiary), pursuant to their respective employment or other agreements with the Company or any Subsidiary, copies of which have been delivered to Kenexa Technology, including, without limitation, any severance payments, transition bonuses, and payments in lieu of accrued but unused vacation time.
Change in Control Amount means: (A) in the event the Change in Control has occurred on or prior to December 31, 2016, Five Hundred Seventy-five Thousand Dollars ($575,000); or (B) in the event the Change in Control has occurred on January 1, 2017 or later, the lesser of (i) Five Hundred Thousand Dollars ($500,000); and (ii) the aggregate amount of all payments of the Base Salary, the Quarterly Bonuses and the Stock Bonus that would be otherwise be owed for the period beginning on the date of the Change in Control and ending on the last day of the Term. Employee will be deemed to be "Disabled" if, for physical or mental reasons, Employee is unable to perform the essential functions of Employee's duties under this Agreement for one hundred twenty (120) consecutive days, or one hundred eighty (180) days during any twelve (12) month period, as determined in accordance with this Section. The Disability of Employee will be determined by a medical doctor selected by written agreement of the Company and Employee upon the request of either party by notice to the other. If the Company and Employee cannot agree on the selection of a medical doctor, each of them will select a medical doctor and the two medical doctors will select a third medical doctor who will determine whether Employee has a Disability. The determination of the medical doctor selected under this Section will be binding on both parties. Employee must submit to a reasonable number of examinations by the medical doctor making the determination of Disability under this Section, and Employee hereby authorizes the disclosure and release to the Company of such determination. If Employee is not legally competent, Employee's legal guardian or duly authorized attorney-in-fact will act in Employee's stead under this Section, for the purposes of submitting Employee to the examinations, and providing the authorization of disclosure, required under this Section.