Designated Event definition

Designated Event means the occurrence of a Change of Control or a Termination of Trading.

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Designated Event with respect to X means that:—

Designated Event has the meaning specified in Section 5(b)(v).

Examples of Designated Event in a sentence

• If a Designated Event occurs prior to the Expiration Date and a Warrantholder elects to exercise Warrants in connection with such Designated Event, the number of shares to which the Warrantholder is entitled will be increased with respect to such exercised Warrants, as described in the Warrant Agreement.

• An exercise of a Warrant shall be deemed for the purposes of this Article 4 to be “in connection with” a Designated Event if the Exercise Date for such Warrant falls during the period commencing on the effective date of the relevant Designated Event (the “Effective Date”) and ending on the 35th Scheduled Trading Day following the Effective Date for such Designated Event.

• The failure to deliver such notice or issue such press release shall not affect the validity of the transaction underlying such Designated Event.

• The Company will also use commercially reasonable efforts to give notice to Warrantholders of the anticipated Effective Date for a Designated Event (and issue a press release announcing same) not less than five Scheduled Trading Days prior to the anticipated Effective Date to the extent reasonably practicable under the circumstances.

• Notwithstanding the foregoing, in respect of any Warrant exercised and settled through Net Share Settlement, in no event will the number of shares of Common Stock deliverable to the Warrantholder in connection with such exercise exceed the Number of Shares (including any applicable increase to the Number of Shares as a result of a Designated Event).

More Definitions of Designated Event

Designated Event means any of the following:

Designated Event means the occurrence of either a Fundamental Change or a Termination of Trading.

Designated Event has the meaning specified in Section 13.01.

Designated Event means an event or condition that shall be deemed to have occurred upon a Fundamental Change or a Termination of Trading.

Designated Event means, with respect to a Party for purposes of Section 8.1(f): (i) the consolidation or amalgamation of a Party with, the merger of a Party with or into, or the transfer of all or substantially all of a Party’s assets to, another entity; (ii) the reorganization, reincorporation or reconstitution of a Party into or as another entity; (iii) the acquisition by any person directly or indirectly of the majority of the beneficial ownership of the Party such that such person may exercise control of the Party; or (iv) a substantial change in the capital structure of a Party by means of the issuance or guaranty of debt.

Designated Event has the meaning specified in Section 5(b)(v). “Determining Party” means the party determining a Close-out Amount. “Early Termination Amount” has the meaning specified in Section 6(e).

Designated Event means the occurrence of (a) a Fundamental Change or (b) the termination of trading in the Company’s Common Stock (or other common stock into which the Notes are at such time convertible) on the NASDAQ National Market or any United States national securities exchange, following which the Company’s Common Stock (or other common stock into which the Notes are at such time convertible) is no longer approved for trading on the NASDAQ National Market or any similar United States system of automated dissemination of quotations and security prices or listed for trading on a United States national securities exchange.