Competitor Acquisition definition

Competitor Acquisition means a transaction or series of transactions whereby a Direct Competitor (as defined below) of the terminating party acquires, directly or indirectly, (i) substantially all of the assets of the other party, (ii) more than thirty-five percent (35%) of the voting equity of the other party, or (iii) the right to appoint one or more board members or board observers to the board of directors or similar governing body of the other party. The parties consider the following to constitute the exclusive list of their respective Direct Competitors for purposes of this section: Direct Competitors of Bellisio: *** ***
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Examples of Competitor Acquisition in a sentence

  • Notwithstanding anything to the contrary set forth herein, the Company's obligations under Section 1.1 and the Stockholders' obligations under Section 1.2 shall terminate and be of no further force and effect upon the acquisition ("Competitor Acquisition") by CBS (or any of its affiliates or its assignees hereunder), directly or indirectly, of an equity interest in excess of 15% in any entity who, directly or indirectly, owns, operates or controls a Competitive Site.

  • CBS shall remain subject to its obligations under Section 1.3 of this Agreement following any Competitor Acquisition, provided that CBS's voting obligations shall be limited to the number of individuals that would have been nominated for election to the Board by the Company and The Times Mirror Company if CBS's rights under Section 1.1 remained in effect at the time of any such nominations.

  • Either party shall have the right to terminate this Agreement if either Overhill or Bellisio is party to a Competitor Acquisition (as defined below), upon the terminating party providing at least six (6) months advance written notice to such other party.

  • Notwithstanding the foregoing, the Trademark License Agreement shall be terminable by Seller at any time by giving two years’ prior notice to Purchaser in the event of a Seller Competitor Acquisition.

  • As promptly as practicable after receipt of any request to submit a Competitor Acquisition Proposal or any inquiry which it reasonably believes is related to a Competitor Acquisition Proposal, in each case, after the date hereof, Parent shall provide the Company with oral and written notice of such request or inquiry, and the identity of the Person or group making any such request or inquiry.

  • Parent and its direct and indirect subsidiaries will immediately cease any and all existing activities, discussions or negotiations with any third parties conducted heretofore with respect to any Competitor Acquisition Proposal.

  • Each party has an affirmative obligation to disclose to the other party the fact that a Competitor Acquisition will occur, such disclosure to be made within two (2) business days after the execution of a definitive agreement concerning a Competitor Acquisition.

  • At any time upon sixty (60) days’ written notice to NovaBay referencing this Section 12.2.5 given within thirty (30) days of a Competitor Acquisition Notice and stating whether such termination is with respect to this Agreement in its entirety (in which case the applicable provisions of Section 12.6 shall apply) or only for future Development Proposals (in which case the provisions of Section 12.8 shall apply).