Substantial Sale definition

Substantial Sale means the sale of the Company or its business to any Person whether by merger, consolidation, sale of all or substantially all of the assets or capital stock of the Company or otherwise, which has been approved by the Board of Directors but shall not include a public offering of equity securities by the Company or any Subsidiary of the Company.

Substantial Sale has the meaning ascribed to it in Subsection 6.1(a).

Substantial Sale means (a) the sale or other disposition by CEOC and its Affiliates of all or substantially all their assets and operations associated with the “Horseshoe” brand, or (b) the sale or other disposition by CEOC and its Affiliates of substantially all of CEOC’s Eastern Region (as defined in CEC’s most current applicable filing with the U.S. Securities and Exchange Commission (or any successor thereof)) in a single transaction or series of related transactions.”

Examples of Substantial Sale in a sentence

• The Commission recalled that, during the comprehensive review of the compensation package, which had earlier included a mobility allowance, it had discussed whether mobility should be incentivized.

• If the Purchaser offers to buy the Options of an Option Holder and the Option Holder does not sell the Option Holder’s Options to the Purchaser as contemplated above, then that Option Holder’s Options will expire, terminate and be cancelled on completion of the Substantial Sale.

• Notwithstanding section 3.4(f) above, the Board may, in a manner no less favourable from a financial point of view to an Option Holder than the treatment provided in section 3.4(f) above, determine the manner in which all unexercised Options granted under this Plan will be treated in the event of a Substantial Sale.

• The provisions of this Paragraph 1 shall survive any Substantial Sale of Interests by Cohen or any member of the Cohen Group and, for so long as Cohen or any member of the 4859-1389-6709 v.7 Cohen Group is the beneficial owner of any equity interests of Warehouse Technologies but only during the Build Out Phase, be applicable to Cohen and any member of the Cohen Group.

• If security holders of the Corporation (the “Selling Shareholders”) have agreed to Transfer to a Person, or Persons acting jointly or in concert, (a “Purchaser”), Equity Securities representing more than 66 2/3% of the Common Shares (a “Substantial Sale”) and the Purchaser also offers to buy the Options of an Option Holder, then the Option Holder must sell his or her Options to the Purchaser at a price equal to: and on otherwise similar terms and conditions as are applicable under the Substantial Sale.

More Definitions of Substantial Sale

Substantial Sale means a transfer of Common Stock by Transferor (as defined in Section 2.4) or its Affiliates if, after giving effect thereto, such Transferor and its Affiliates will be the beneficial owners of less than 50% of the equity interest in the Company beneficially owned by such Transferor and its Affiliates as of the "Closing Date" (as such term is defined in the Credit Agreement).

Substantial Sale means the agreement of Selling Shareholders to sell to a Purchaser Equity Securities representing more than 70% of all Shares of the Company (calculated on a Fully Diluted Basis, provided that the term Fully Diluted Basis for the purposes of this definition shall not include any Equity Securities which, if exercised, converted or exchanged, would put the holder thereof in a worse economic position given the purchase prices payable by the Purchaser to the Selling Shareholders) where the Purchaser also offers to buy the Options of all Optionees.

Substantial Sale means (a) if the Managed Facilities are branded “Xxxxxx’x”, the sale or other disposition by CEOC and its Affiliates of all or substantially all the assets and operations associated with the “Xxxxxx’x” brand, (b) if the Managed Facilities are branded “Horseshoe,” the sale or other disposition by CEOC and its Affiliates of all or substantially all their assets and operations associated with the “Horseshoe” brand, or (c) the sale or other disposition by CEOC and its Affiliates of substantially all of CEOC’s Eastern Region (as defined in CEC’s most current applicable filing with the U.S. Securities and Exchange Commission (or any successor thereof)) in a single transaction or series of related transactions

Substantial Sale shall have the meaning assigned to such term in Section 8.07(f)(ii).

Substantial Sale means, excluding any bona fide public offerings, the sale of twenty-five percent (25%) or more of the voting power of the then-issued and outstanding capital stock of, or other Equity Interests in any entity; provided that, any Transfers of Interests to, or any Transfer of Interests among, any members of the Xxxxx Group shall not constitute a Substantial Sale, and provided, further, that, an IPO or a SPAC Transaction in and of itself shall not be deemed a Substantial Sale if the sale of twenty-five percent (25%) or more of the voting power of the then-issued and outstanding capital stock of, or other Equity Interests in any entity, does not occur upon such IPO or SPAC Transaction.

Substantial Sale means the agreement of Selling Shareholders to sell to a Purchaser Equity Securities representing more than 70% of all Shares of the Company (calculated on a Fully Diluted Basis, provided that the term Fully Diluted Basis for the purposes of this definition shall not include any Equity Securities which, if exercised, converted or exchanged, would put the holder thereof in a worse economic position given the purchase prices payable by the Purchaser to the Selling Shareholders) where the Purchaser also offers to buy the Options of all Optionees.2.2 Unless otherwise indicated, all dollar amounts referred to in this Option Plan are in Canadian funds.2.3 As used in this Plan, words importing the masculine gender shall include the feminine and neuter genders and words importing the singular shall include the plural and vice versa, unless the context otherwise requires.

Substantial Sale means a sale of not less than twenty thousand (20,000) shares of stock of the Company pursuant to terms made known to the Company, provided however that Substantial Sale shall not include any purchases of stock pursuant to employee stock options.