Potential Change in Control means that (i) the Parent's Board approves a transaction or series of transactions that, if consummated, would result in a Change in Control; (ii) any Person, the Company, or the Parent makes a public announcement of its intention to take or consider taking actions that would result in a Change in Control; (iii) any Person initiates a tender offer which, if consummated, would result in a Change in Control; or (iv) the Parent's Board adopts a resolution to the effect that, in its judgment, as a consequence of any one or more transactions or events or series of transactions or events, a Potential
Examples of Potential Change in Control in a sentence
With respect to this Agreement, the Board adopts a resolution declaring that a Potential Change in Control has occurred.
The foregoing notwithstanding, in the event there occurs a Potential Change in Control during the Term, the Term shall be extended automatically until the day after the earlier of: (a) the second anniversary of the date the Change in Control is consummated; or (b) the date the Change in Control contemplated by the Potential Change in Control is fully and finally abandoned.
In the event of a Potential Change in Control (as defined in Section 9), the Company shall maintain in force any and all insurance policies then maintained by the Company providing directors and officers liability insurance, in respect of Indemnitee, for a period of six years thereafter.
After a Potential Change in Control or, if there is no Potential Change in Control, after a Change in Control and during the term of this Agreement, any purported termination of the Executives employment (other than by reason of death) shall be communicated by written Notice of Termination from one party hereto to the other party hereto in accordance with Section 11 hereof.
The Plan Administrator appointed for periods on and after a Potential Change in Control will be entitled to receive reasonable compensation as is mutually agreed upon between the parties.