Substantial Event definition

Substantial Event means the following events:
Substantial Event means any Deadlock, as defined in the Stockholders Agreement which is not resolved following application of the procedures in Section 3.2 of the Stockholders Agreement.
Substantial Event means, (i) a fraud by or the willful and material breach of this Agreement by the Company or the other Transaction Agreements by the shareholders party thereto; (ii) the termination or resignation or loss or threatened resignation of the Key Employees; (iii) the termination, resignation or loss since March 13, 2000 of 15% or more of the employees of the Company, (iv) the cancellation, termination, non-renewal, material reduction in, or other loss of any contract or other agreement with a Material Customer or Material Supplier of Company and its subsidiaries for the supply of products and services; or (v) any loss, cost, liability, expense or other claim against the Company and its subsidiaries (including a breach of the representation and warranties hereunder) that could reasonably be expected to exceed $12,000,000; (vi) a Force Majeure Event preventing closing shall continue for more than 30 days after June 1, 2000 or; (vii) termination of this Agreement pursuant to SECTION 8.1(A)(1)(V) OR (VI) or (viii) the condition in SECTION 6.02(F) shall not have been fulfilled and (B) a "MATERIAL CUSTOMER" or "MATERIAL SUPPLIER" is a customer or supplier whose aggregate purchases or sales exceed 35% of the total purchases or sales of Company.

Examples of Substantial Event in a sentence

  • The Company will timely inform the Bank of the occurrence of a Substantial Event of Default and the time it becomes aware thereof.

  • In the event that at any time within 24 months after the occurrence of a Substantial Event, the Company terminates Employee’s employment pursuant to Section 3(b)(ii), a failure or refusal by the Company to permit the automatic renewal of the Term in accordance with Section 2(a) hereof occurs, or Employee terminates employment for Good Reason, Employee shall receive the payments and other compensation and benefits described in Section 5(b) hereof.

  • Upon the occurrence of a Substantial Event prior to the expiration of the Term, Employee's employment shall terminate and, without further action by the Board of Directors or any committee thereof, the Company shall, within ten (10) days of such termination, make a lump sum payment to Employee equal to the amount of remaining Base Salary due to Employee through the end of the Term, and shall continue to provide Employee with all Benefits at the same level as currently in effect through the end of the Term.

  • Landlord shall not have the right to terminate this Lease or to require that Tenant vacate the Demised Premises under any circumstances, nor shall Tenant have the right to terminate this Lease except on the occurrence of a Substantial Event of Default by Landlord as hereinafter defined.

  • Upon the occurrence of a Substantial Event (as hereinafter defined) prior to the expiration of the Term, Employee's employment shall terminate and Employee shall receive the payments and benefits described in Section 5(c) hereof.

  • In the event that at any time within 24 months after the occurrence of a Substantial Event, the Company terminates Employee’s employment pursuant to Section 3(b)(ii), or Employee terminates employment for Good Reason, Employee shall receive the payments and other compensation and benefits described in Section 5(b) hereof.