Exit Transaction definition

Exit Transaction has the meaning set forth in Section 9.5(a)

Exit Transaction means, as determined by the Committee in its sole discretion, (i) the first sale by Centre (other than to a Permitted Transferee (as defined in the Partnership Agreement)) that would result in Centre owning interests in the Partnership representing less than 50% of its Core Investment, or (ii) any sale by Centre (other than to a Permitted Transferee (as defined in the Partnership Agreement)) of its interests in the Partnership following a sale described in (i) above or (iii) any merger, recapitalization, reorganization or similar event having substantially the result described in (i) or (ii) above; provided that, notwithstanding the foregoing, any reorganization or similar event effected to facilitate a refinancing or a public issuance of debt or equity securities shall not be deemed to be an “Exit Transaction.”

Exit Transaction shall have the meaning ascribed to such term in the definition of "Lapse Date."

Examples of Exit Transaction in a sentence

• In case of any such Cash Exit Transaction or Winding Up of the Company, the Company shall deposit with the Warrant Agent any funds or other property which the Holders are entitled to receive pursuant to the above paragraph, together with a Company Order as to the distribution thereof.

• Alternatively, at an Exit Transaction the Contributor’s Vault Shares may be purchased by the acquiring party.

• In the event that some or all of a Company’s shareholders enter into an Exit Transaction, you irrevocably authorise Vestd Nominees to transfer the Vault Shares it holds in that Company on your behalf in accordance with the terms of that Exit Transaction and the Company’s articles of association.

• The other Shareholders shall in this event be obliged to undertake or instigate everything necessary to implement the Exit Transaction, particularly to sell their Dragged Along Shares at the same financial terms and conditions to the Buyer, and to desist from all acts that would prevent or impede the implementation of the Exit Transaction (the "Drag Along Requirement").

• GENERAL PROHIBITION ON TRANSFER The Investor may not transfer any of the Investor’s Shares except: pursuant to an Exit Transaction in accordance with paragraph 13.1.2; pursuant to a Secondary Market Transaction in accordance with paragraph 13.3; or pursuant to a Stock Market Transaction in accordance with paragraph 13.4. Any purported transfer of any of the Investor’s Shares in contravention of this paragraph 18 shall be null and void.

More Definitions of Exit Transaction

Exit Transaction means a Public Offering or a Liquidity Event.

Exit Transaction means a transaction pursuant to which Newco is sold in accordance with the Newco Share Terms to a third-party or parties in one or more transactions, either by way of the sale of a majority of the New Equity (whether by way of a sale or pursuant to a merger, combination, amalgamation, consolidation or similar transaction) or all or substantially all of the assets of Newco (including by way of liquidation or dissolution) or a public offering of its Equity Interests, in each case as more fully defined and described in the memorandum and articles of association of Newco;

Exit Transaction has the meaning set forth in the Participation Agreement.

Exit Transaction means, at any relevant time, a sale, in one transaction or a series of transactions, by FTB (or its Affiliates) of such number of Class B Units (either, at the option of Vantiv, as Class B Units or as exchanged into shares of Class A Common Stock of Vantiv), and cancellation of such number of Class B Shares of Vantiv, in each case then held by FTB and its Affiliates, as is required in order for FTB and its Affiliates to continue to hold their remaining interests in Vantiv and/or the Company after giving effect to such transactions, or series of transactions, under the banking Laws implicated by such New Activity Notice (as the Company (acting through its Managing Member) and FTB mutually determine in good faith, in consultation with regulators or otherwise) (such number, the “Minimum Sale Number”).

Exit Transaction means an IPO or a Liquidity Event.

Exit Transaction means: (i) [***]

Exit Transaction means any of the following: