Alternative Termination Delivery Unit means (i) in the case of a Termination Event (other than following consummation of a Merger Event or Nationalization) or Event of Default (as defined in the Agreement), one share of Common Stock and (ii) in the case of consummation of a Merger Event or Nationalization, a unit consisting of the number or amount of each type of property received by a holder of one share of Common Stock in such Merger Event or Nationalization; provided that if such Merger Event involves a choice of consideration to be received by holders of the Common Stock, an Alternative Termination Delivery Unit shall be deemed to include the amount of cash received by a holder who had elected to receive the maximum possible amount of cash as consideration for his shares.
Alternative Termination Delivery Unit means (i) in the case of a Termination Event (other than a Merger Event or Nationalization) or Event of Default (as defined in the Agreement), one share of Common Stock and (ii) in the case of a Merger Event or Nationalization, a unit consisting of the number or amount of each type of property received by a holder of one share of Common Stock in such Merger Event or Nationalization; provided that if such Merger Event involves a choice of consideration to be received by holders of the Common Stock, an Alternative Termination Delivery Unit shall be deemed to include the amount of cash received by a holder who had elected to receive the maximum possible amount of cash as consideration for his shares.
Alternative Termination Delivery Unit means (i) in the case of a Termination Event (other than following consummation of a Merger Event or Nationalization) or Event of Default (as defined in the Agreement), one share of Common Stock and (ii) in the case of consummation of a Merger Event or Nationalization, a unit consisting of the number or amount of each type of property received by a holder of one share of Common Stock in such Merger Event or Nationalization; provided that if such Merger Event involves a choice of consideration to be received by all holders of the Common Stock, an Alternative Termination Delivery Unit shall be deemed to include the amount of cash received by a holder who had elected to receive the maximum possible amount of cash as consideration for his shares.
Examples of Alternative Termination Delivery Unit in a sentence
In determining the composition of any Alternative Termination Delivery Unit, if the relevant Extraordinary Event involves a choice of consideration to be received by holders, such holder shall be deemed to have elected to receive the maximum possible amount of cash.
More Definitions of Alternative Termination Delivery Unit
Alternative Termination Delivery Unit means (i) in the case of a Termination Event (other than a Merger Event) or Event of Default (as defined in the Agreement), one share of Common Stock and (ii) in the case of a Merger Event, a unit consisting of the number or amount of each type of property received by a holder of one share of Common Stock in such Merger Event; provided that if such Merger Event involves a choice of consideration to be received by holders of the Common Stock, an Alternative Termination Delivery Unit shall be deemed to include the amount of cash received by a holder who had elected to receive the maximum possible amount of cash as consideration for his shares.
Alternative Termination Delivery Unit means (i) in the case of a Termination Event (other than a Merger Event or Nationalization) or an Event of Default, one share of Common Stock and (ii) in the case of a Merger Event or Nationalization, a unit consisting of the number or amount of each type of property received by a holder of one share of Common Stock in such Merger Event or Nationalization.
Alternative Termination Delivery Unit means (i) in the case of an event resulting in a Termination Date (other than a termination following consummation of a merger, tender offer or similar transaction in respect of an Announcement Date), one share of Common Stock and (ii) in the case of an event resulting in a Termination Date following consummation of a merger, tender offer or similar transaction in respect of an Announcement Date, a unit consisting of the number or amount of each type of property received by a holder of one share of Common Stock in the related event giving rise to such Announcement Date; provided that if such event involves a choice of consideration to be received by holders of shares of Common Stock, an Alternative Termination Delivery Unit shall be deemed to include the amount of cash received by a holder who had elected to receive the maximum possible amount of cash as consideration for his shares of Common Stock.
Alternative Termination Delivery Unit means (i) in the case of a Termination Event (other than following consummation of a Merger Event or Nationalization) or Event of Default (as defined in the Agreement), one share of Common Stock and (ii) in the case of consummation of a Merger Event or Nationalization, a unit consisting of the number or amount of each type of property received by a holder of one share of Common Stock in such Merger Event or Nationalization; provided that if such Merger Event involves a choice of consideration to be received by holders of the Common Stock, an Alternative Termination Delivery Unit shall be deemed to include the amount of cash received by a holder who had elected to receive the maximum possible amount of cash as consideration for his shares. “Bankruptcy Code” has the meaning set forth in Section 9.07. “Business Day” means any day on which the Exchange is open for trading. “Calculation Agent” means JPMorgan Chase Bank, National Association. “Cash Distribution” has the meaning set forth in Section 7.01(f). “Cash Settlement Amount” has the meaning set forth in Section 3.01(d). “Cash Settlement Purchase Period” means the period during which the Seller purchases shares of Common Stock to unwind its hedge position following the Valuation Completion Date. “Common Stock” has the meaning set forth in Section 2.01. “Communications Procedures” has the meaning set forth in Annex C hereto. “Confirmation” has the meaning set forth in the first paragraph of this letter agreement. “Contract Fee” means the amount specified as such in the Pricing Supplement. “Contract Period” means the period commencing on and including the Trade Date and ending on and including the date all payments or deliveries of shares of Common Stock pursuant to Section 3.01 or Section 7.03 have been made. “Default Notice Day” has the meaning set forth in Section 7.02(a). “De-Listing” has the meaning set forth in Section 7.01(c). “Discount” means the amount specified as such in the Pricing Supplement. “Distribution Termination Event” has the meaning set forth in Section 7.01(f). “Early Termination Date” has the meaning set forth in Section 14 of the Agreement. “Event of Default” has the meaning set forth in Section 14 of the Agreement. “Exchange” means the NASDAQ Global Market.
Alternative Termination Delivery Unit means (i) in the case of a Termination Event (other than following consummation of a Merger Event or Nationalization) or Event of Default (as defined in the Agreement), one share of Common Stock and (ii) in the case of consummation of a Merger Event or
Alternative Termination Delivery Unit and, the securities or property comprising such unit, “Alternative Termination Property”)) with a value equal to the Payment Amount based on the market value of the Shares (or such Alternative Termination Property) as of the Early Termination Date or the date as of which the Cancellation Amount is determined, as the case may be, as determined by the Calculation Agent; provided that, notwithstanding anything to the contrary in the Definitions or the Agreement, any Payment Amount shall be determined without regard to any stock loan rate, hedging costs or liquidity relevant to the Shares; provided further that in determining the composition of any Alternative Termination Delivery Unit, if the relevant Extraordinary Event involves a choice of consideration to be received by holders, such holder shall be deemed to have elected to receive the maximum possible amount of common stock. In no event, however, shall the number of Shares required to be delivered by the Counterparty hereunder exceed the Maximum Number of Shares.
Alternative Termination Delivery Unit means (i) in the case of a Termination Event (other than a Merger Event) or Event of Default (as defined in the Agreement), one share of Common Stock and (ii) in the case of a Merger Event, a unit consisting of the number or amount of each type of property received by a holder of one share of Common Stock in such Merger Event; provided that if such Merger Event involves a choice of consideration to be received by holders of the Common Stock, an Alternative Termination Delivery Unit shall be deemed to include the amount of cash received by a holder who had elected to receive the maximum possible amount of cash as consideration for his shares. “Averaging Period” means the period from (but excluding) the Final Discretionary Purchase Date until (and including) Expiration Date. “Bankruptcy Code” has the meaning set forth in Section 9.06. “Blackout Period” has the meaning set forth in Section 4.02(c). “Borrow Cost” means, for any date, the LIBOR Rate minus the Rebate Rate. “Business Day” means any day on which the Exchange is open for trading. “close of business” means, with respect to any Business Day, the close of trading in the regular session of the Exchange on such day. “Closing Price” shall mean with respect to shares of Common Stock, the closing sale price per share (or if no closing price is reported, the reported last sale price) of such Common Stock as reported in the composite transactions for the principal United States securities exchange on which such Common Stock is then listed or, if such Common Stock is not listed on a United States securities exchange, the average of the last reported independent bid and offer prices per share of such Common Stock as reported in the composite transactions for the principal United States market quotation system on which such Common Stock is then admitted for trading; provided that if the hours of trading on such exchange or quotation system are extended past 4:00 p.m., “Closing Price” shall mean the last such reported prices at or prior to 4:00 p.m. or such other time as the parties shall otherwise agree. “Commission” has the meaning set forth in Section 1.02. 3