Investor Rights Termination Event shall be deemed to have occurred if, at the close of any Business Day following the Closing Date, the Investor’s Economic Interest Percentage is less than 10%.
Investor Rights Termination Event shall be deemed to have occurred if, at the close of any Business Day following the date hereof, the Economic Interest Percentage of the Investor is 5% or less.
Investor Rights Termination Event shall be the earlier of (i) the tenth (10th) anniversary of the date hereof; (ii) the first date on which the Investors in the aggregate own an aggregate of less than (a) twenty percent (20%) of the Voting Securities owned on the date hereof (including, for the avoidance of doubt, Voting Securities issued to Investors under the Purchase Agreement and the Exchange Agreement) or (b) twenty percent (20%) of the outstanding Series B Preferred Stock issued under the Purchase Agreement and the Exchange Agreement on the date hereof; (iii) the adjudication of the Company as bankrupt, the execution by the Company of an assignment for the benefit of creditors or the appointment of a receiver of the Company; (iv) the voluntary or involuntary dissolution of the Company; (v) when there is otherwise only one surviving Investor as a party to this Agreement; or (vi) the written agreement of the Investors owning an aggregate of at least sixty-six percent (66%) of the Subject Shares to terminate this Agreement. EXHIBIT 10.56
Examples of Investor Rights Termination Event in a sentence
Promptly upon the occurrence of the Walgreens Investor Rights Termination Event, all obligations of the Company with respect to the Investors and any Walgreens Director or Walgreens Designee pursuant to this Article I (other than Section 1.1(f)) shall terminate and unless otherwise consented to by a majority of the members of the Board (in each case, excluding Walgreens Directors, if any) the Investors shall cause any Walgreens Directors to immediately resign from the Board.
The provisions of this Section 3.2 shall not apply at any time that the Company is not in compliance with its obligations under Section 3.1 or following the occurrence of an Investor Rights Termination Event.
In any such case described in clauses (i) through (iv) of the immediately preceding sentence, WBA will withdraw the designation of such proposed Walgreens Designee and, so long as no Walgreens Investor Rights Termination Event has occurred, be permitted to designate a replacement therefor (which replacement Walgreens Designee will also be subject to the requirements of this Section 1.2).
Notwithstanding anything to the contrary contained herein, this Article IV shall terminate upon an Investor Rights Termination Event.
During the period from the date hereof and through the later of (i) the Lockup Date and (ii) the occurrence of an Investor Rights Termination Event, the Investor shall not, and shall not permit its Affiliates to, without the prior written consent of the Company, directly or indirectly effect any short sale of the Common Stock Beneficially Owned by the Investor or its Affiliates.
More Definitions of Investor Rights Termination Event
Investor Rights Termination Event shall have the meaning assigned in Section 3.1(d).
Investor Rights Termination Event shall be deemed to occur if, as of the end of any Business Day following the Closing Date, the Investors Beneficially Own less than 5% of the then issued and outstanding shares of Company Common Stock.
Investor Rights Termination Event means the occurrence of any of the following: (a) the date on which Stockholder Approval has been obtained, (b) the date on which neither the Investors nor any of their respective Affiliates holds the applicable shares of Series A Preferred Stock (but only with respect to such shares of Series A Preferred Stock that are no longer Beneficially Owned by the Investors or any of their respective Affiliates), (c) a Liquidation Event or a Deemed Liquidation Event, or (d) a Change of Control, other than a Deemed Liquidation Event.
Investor Rights Termination Event shall be deemed to have occurred if, at the close of any Business Day following the date hereof, any of (i) the Economic Interest Percentage of the Investor in accordance with the terms hereof is (A) during the period from the date of this Agreement to the Second Closing, 5% or less or (B) during the period from and after the Second Closing, 10% or less (following either of which, Investor and Warrantor agree, the Economic Interest Percentage of the Investor shall never exceed such percentage), (ii) there shall have been a Change of Control of the Company, or (iii) excluding disability absences due to illness, during the period commencing on the date hereof and ending on the third anniversary of the Second Closing, for a period in excess of three months (in order to allow for sabbaticals and similar temporary absences) two of Rxxxxxx Xxxxxx, Lxxxxxxx Xxxxxx and Exxxx Xxxx Xxxxxxxxxx shall (in the reasonable judgment of the Board) not have been employed by, on the board of or otherwise involved in providing substantive services to the Company or any subsidiary thereof, including without limitation the JV referred to in the Purchase Agreement), which number two shall be three upon such third anniversary or if the Second Closing does not occur in accordance with the terms of the Stock Purchase Agreement; provided however that, notwithstanding the foregoing, an Investor Rights Termination Event shall occur on the seventh anniversary of the date hereof.
Investor Rights Termination Event shall be deemed to have occurred if, for any period of 60 consecutive days, DoCoMo has an Economic Interest Percentage in AT&T Wireless that is less than 10%; provided, however, that so long as DoCoMo has not Transferred from and after the Closing Date in the aggregate (other than to its direct or indirect wholly owned Subsidiaries that at the time of determination remain direct or indirect wholly owned Subsidiaries) in excess of 304,692 Original Investment Shares (with each share of Current Wireless Tracking Stock or AT&T Wireless Common Stock included within the Original Investment Shares being counted as 1/500 of a share, appropriately adjusted in the event of any anti-dilution adjustments to the conversion rights of the New Tracking Stock or in the event the Spin-off exchange ratio of AT&T Wireless Common Stock for Current Wireless Tracking Stock is other than one-for-one), an Investor Rights Termination Event will be deemed to occur only if for a period of 60 consecutive days DoCoMo has an Economic Interest Percentage in AT&T Wireless that is less than 8%. The 60 consecutive day periods referred to in this definition shall be tolled beginning on the fifty-ninth consecutive day, for a period (the “Tolling Period”) of not more than an additional six months, if (1) DoCoMo has exercised Preemptive Rights hereunder prior to the thirtieth consecutive day and such exercise would result in DoCoMo having an Economic Interest Percentage sufficient to avoid an Investor Rights Termination Event, (2) DoCoMo has not completed the acquisition of securities pursuant to such exercise of Preemptive Rights as of such fifty-ninth day solely because a required regulatory approval has not been received or an applicable regulatory waiting period has not expired or terminated, and (3) DoCoMo has used and continues in good faith to use all reasonable efforts to complete the acquisition of securities pursuant to such exercise of Preemptive Rights, including seeking such regulatory approvals or expirations or terminations of applicable waiting periods; provided that such period shall cease to be tolled and shall resume running as if from the fifty-ninth consecutive day immediately upon any of (w) DoCoMo failing or ceasing to act in accordance with clause (3) above, (x) any application for a required regulatory approval being denied and such denial becoming final and nonappealable, (y) any event occurring as a result of which clause (2) above is no longer true and correct, or (z...
Investor Rights Termination Event shall be deemed to occur if, as of the end of any Business Day following the Closing Date, the Stockholder Party owns less than 20% of the then issued and outstanding shares of Parent Common Stock.
Investor Rights Termination Event means the occurrence of any of the following: (a) the date on which Stockholder Approval has been obtained, (b) the date on which any applicable Qualified Stockholder no longer Beneficially Owns the applicable shares of Series A-1 Preferred Stock (but only with respect to such shares of Series A-1 Preferred Stock that are no longer Beneficially Owned by the applicable Qualified Stockholder), (c) a Liquidation Event or a Deemed Liquidation Event, or (d) a Change of Control, other than a Deemed Liquidation Event.