Operative Event definition

Operative Event shall have the meaning set forth in Section 7.2 hereof.
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Operative Event means, with respect to any Shareholder, any of the following events:
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Operative Event means (i) the death of Participant; (ii) the completion of divorce proceedings by or against Participant, or the entering into of any property settlement, arrangement or agreement in connection therewith, which would be a disposition, division or partition of the Optioned Shares, or any interest therein, in favor of the spouse of the Participant; (iii) the failure of an individual who is married to a Participant to execute, at any time upon or after exercise of the Stock Option by such Participant, an agreement containing substantially the same provisions of Section 9 hereof; (iv) the institution of voluntary bankruptcy proceedings by or involuntary bankruptcy proceedings against Participant unless such proceedings shall be dismissed within sixty (60) days after their institution; (v) the institution of legal proceedings because or by reason of the insolvency of Participant or any levy upon the Optioned Shares by a creditor or claimant, or any other seizure or sale by legal process, if it is determined by the Company that such levy is made in good faith and based upon a bona fide claim; (vi) any proposed or attempted pledge, sale, exchange, gift, or other disposition or transfer of all or any part of the Optioned Shares in any manner whatsoever; (vii) any acquisition of Optioned Shares or any interest therein including, without limitation, upon exercise of the Stock Option by any person other than the Participant, other than a community property interest by a spouse who has executed the agreement referred to in SECTION 3(c)(III) hereof; or (viii) the termination of a Participant's employment with the Company.
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Examples of Operative Event in a sentence

  • Alternatively, upon an Operative Event of a Disposing Shareholder, the Corporation may mail a Disposition Notice to that Disposing Shareholder.

  • In the case of any other Operative Event, the Offering Notice shall be given within thirty (30) days after the date of the occurrence of such Operative Event, or, if later, within thirty (30) days after the exercise of the vested Stock Options resulting in the issuance of such Optioned Shares.

  • Upon the occurrence of any Operative Event, Participant, or his legal representative, as the case may be, shall tender for sale all Optioned Shares owned by Participant to the Company by delivering written notice (the "OFFERING NOTICE") thereof to the Company.

  • If the Shareholder fails to purchase the spouse's interest in the Stock within such sixty (60) day period, such failure shall constitute an Operative Event, and the provisions of Article III shall apply.

  • The parties acknowledge and agree that CCG and CAHA shall have the right to apply any Receivables arising with the respect to the Guaranteed Funds with respect to which such Operative Event has occurred to satisfy the obligation of Assignee to pay Guaranteed Fund Expenses with respect to such Guaranteed Fund prior to contributing such amounts to Assignee, subject to the Guaranteed Holdings BTB Swap Agreement.

  • Upon the occurrence of any Operative Event with respect to a Shareholder, the Disposing Shareholder, or his or her legal representative, as the case may be, must tender for sale all shares of Stock owned by the Disposing Shareholder.

  • In the case of an Operative Event, the Disposing Shareholder is required to mail a Disposition Notice to the Corporation no less than one hundred twenty (120) days prior to the date of the proposed Transfer.

  • In the case of an Operative Event involving any proposed disposition enumerated in SECTION 3(c)(VI) hereof, the Offering Notice shall be given at least thirty (30) days prior to the date of such proposed disposition.

  • The term "DISPOSING SHAREHOLDER" shall mean that Shareholder (or the surviving spouse of or estate of a deceased Shareholder in the case of a Shareholder's death) required to tender shares of Stock to the Corporation upon the occurrence of an Operative Event with respect to that Shareholder.

  • The failure of CAHA to perform in accordance with the standards set forth above in this Section 4.2.2 shall constitute an Operative Event giving rise to the right to exercise rights under the Assignment and Subrogation Agreements.