Demand Event definition

Demand Event has the meaning set forth in Section 4.07(b).

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Demand Event means the acquisition in a single transaction or series of related transactions by a third party or group of related third parties (other than the Controlling WWC Shareholders or Affiliates of the Controlling WWC Shareholders) of capital stock of WWC representing more than 50% of the total number of issued and outstanding shares of Class A and Class B Common Stock of WWC (after giving effect to such acquisition transaction), including pursuant to an amalgamation, exchange offer, business combination, consolidation or corporate reorganization.

Demand Event. The earlier to occur of (a) 180 days after the date on which an initial Public Equity Offering and (b) the date on which any class of common stock of the Company is listed on a national securities exchange or authorized for quotation on the Nasdaq National Market System, other than in connection with the Public Equity Offering referred to in clause (a) of this definition.

Examples of Demand Event in a sentence

• For the avoidance of doubt, AIC shall have the right to use the Shelf Registration only after the occurrence of the AIC Demand Event and as expressly provided herein.

• Subject to the terms and conditions of this Section 3.03, the Company shall give prompt written notice of such Registration Request to the Non-Requesting Holder, which, in the case of AIC, shall only be given following the AIC Demand Event.

• Following the AIC Demand Event, AIC may Transfer Registrable Securities in (A) any Demand Registration pursuant to and subject to the terms and conditions of Section 3.03, (B) Piggyback Registration pursuant to Section 3.12, (C) brokered transactions pursuant to Section 3.03(a), and (D) in any other manner of sale permitted under the securities laws.

• Upon the request of any H&F Holder or, following an AIC Demand Event, AIC, made within seven (7) business days after the receipt of notice from the Company (which request shall specify the number of shares of Class A Common Stock intended to be sold by or for the benefit of such Stockholder), the Company shall use its reasonable best efforts to include in the Underwritten Public Offering all such shares that any H&F Holder or AIC have requested to be sold.

• Subject to the terms and conditions of this Section 3.03 and, with respect to the H&F Holders, Section 2.01(d)(v), both the H&F Holders and, following the AIC Demand Event, AIC (each, a “Requesting Holder”) shall have the right to use the Shelf Registration to conduct Underwritten Public Offerings of Registrable Securities held by such Requesting Holder and not otherwise subject to Transfer restrictions hereunder.

More Definitions of Demand Event

Demand Event means the death of any of the Principal Stockholders.

Demand Event means any of the events referred to in Clause 20.1;

Demand Event means (i) an Event of Default ------------ described in Section 7 hereof or (ii) (a) one Business Day after the closing by the Company of any transaction involving any public or private offering of debt or equity securities or a bank financing, (b) three Business Days after the closing by the Company of any transaction

Demand Event has the meaning set forth in Section 4.07(b). Dispose, Disposing, or Disposition – means, with respect to any asset (including a Membership Interest or any portion thereof), a sale, assignment, transfer, conveyance, gift, exchange or other disposition of such asset, whether such disposition be voluntary, involuntary or by operation of Law (and, with respect to a Membership Interest, any derivative or similar arrangement whereby a portion or all of the economic interests in, or risk of loss or opportunity for gain with respect to, such Membership Interest is transferred or shifted to another Person), including the following: (a) in the case of an asset owned by a natural person, a transfer of such asset upon the death of its owner, whether by will, intestate succession or otherwise; (b) in the case of an asset owned by an entity, (i) a merger or consolidation of such entity (other than where such entity is the survivor thereof) or (ii) a distribution of such asset by such entity to its shareholders, partners, members, or other equity owners, including in connection with the dissolution, liquidation, winding-up or termination of such entity (unless, in the case of dissolution, such entity’s business is continued without the commencement of liquidation or winding-up); and (c) a disposition in connection with, or in lieu of, a foreclosure of an Encumbrance; but such terms shall not include the creation of an Encumbrance.

Demand Event means (a) anytime after July 1, 2006, if the Company fails to maintain trading status on the OTC Bulletin Board or other national exchange or trading market with greater eligibility requirements or (b) any breach in the terms of this Certificate of Designation.

Demand Event means the earlier occurrence of any of the following events (i) Weil's death, (ii) the permanent disability of Weil causing Weil to permanently cease his employment with the Company, (iii) an Allowed Resignation or (iv) a Termination of Employment by the Company other than a Termination for Cause.

Demand Event means the exercise of certain registration rights by any Holder or its assignee of record as provided in Section 2.1 of this Agreement.