Sunset Event definition

Sunset Event means the earliest to occur of: (a) the date that both (i) the Founder is no longer providing services to the Company as (A) an executive officer (as such term is defined in the Company’s articles); of the Company or (B) a consultant whose primary engagement is with the Company, and (ii) the Founder is no longer serving as a member of the Board of Directors; (b) the date of the Founder’s death or Disability (as such term is defined in the Company’s articles); or (c) the date that the number of Class B restricted voting shares and Class A subordinate voting shares beneficially owned by the Founder and the Founder Group, in the aggregate, is less than 30% of the aggregate number of Class B restricted voting shares beneficially owned by the Founder and the Founder’s affiliates as of April 11, 2022, as adjusted to appropriately reflect any share split, consolidation, stock dividend, reorganization, recapitalization, or similar event approved by the Board of Directors and effected after the Effective Date affecting the number of outstanding Class B restricted voting shares and/or Class A subordinate voting shares;
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Sunset Event means the earliest time when the aggregate number of shares of Class A Common Stock that are beneficially owned by Mr. Fertitta (together with the Fertitta Affiliates), inclusive of any shares of Class A Common Stock into which the Units beneficially owned by Mr. Fertitta (together with the Fertitta Affiliates) may be exchanged, is less than thirty percent (30%) of the sum of (i) such aggregate number calculated as of the Effective Date plus (ii) all other shares of Class A Common Stock issued and outstanding as of the Effective Date. Any calculation made in accordance with this definition is subject to equitable adjustment for any event described in Section 4.3(d) above, as applicable.
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Sunset Event. ’ means the earliest to occur of: (a) the date that both (i) the Founder is no longer providing services to the Company as (A) an executive officer of the Company or (B) a consultant whose primary engagement is with the Company, and (ii) the Founder is no longer serving as a member of the Board of Directors; (b) the date of the Founder’s death or Disability; or (c) the date that the number of Class B multiple voting shares and Class A subordinate voting shares beneficially owned by the Founder and the Founder Group, in the aggregate, is less than 30% of the aggregate number of Class B multiple voting shares beneficially owned by the Founder and the Founder’s affiliates as of the date hereof (as adjusted to reflect any subdivision of the Class B multiple voting shares prior to the effective time of the Arrangement), as adjusted to appropriately reflect any share split, consolidation, stock dividend, reorganization, recapitalization, or similar event approved by the Board of Directors and effected after the Effective Date affecting the number of outstanding Class B multiple voting shares and/or Class A subordinate voting shares;
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Examples of Sunset Event in a sentence

  • The delegation was informed that India is fast emerging as a global player in the field of technology development and the key emerging areas of science like Space, Telecom, Satellites, Atomic Energy, etc.3. Thereafter, exchange of views on a number of issues took place among the Members of the Committee and the Members of the delegation.

  • Status of Council Member Scott Benson submitting memorandum relative to TIFA Sunset Event.

  • Sunset Event Management Certificate, Dr. Deb Kish, Vice President for Academic Affairso Dr. Deb Kish explained the rationale for sunsetting the Event Management Certificate.o Discussion ensued and Dr. Kish explain that Aims will “teach out” current students.

  • The Founder Holders agree that following the occurrence of a Sunset Event, the Founder Holders will convert or cause to be converted all Multiple Voting Shares held by the Founder Holders into Subordinate Voting Shares on or before the Sunset Date pursuant to and in accordance with subsection 1.4 of the Articles.


More Definitions of Sunset Event

Sunset Event shall have the meaning set forth in the Articles.
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Sunset Event means the earliest time when the aggregate number of shares of Class A Common Stock (A) beneficially owned by Xx. Xxxxxxxx (together with the Xxxxxxxx Affiliates) and (B) for which the Units beneficially owned by Xx. Xxxxxxxx (together with the Xxxxxxxx Affiliates) may be exchanged, is less than thirty percent (30%) of the total number of Class A Common Stock issued and outstanding.
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Sunset Event has the meaning assigned to such term in the Corporation’s Amended and Restated Certificate of Incorporation.
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Sunset Event means the earliest time when the aggregate number of shares of Class A Common Stock that are beneficially owned by Xx. Xxxxxxxx (together with the Xxxxxxxx Affiliates), inclusive of any shares of Class A Common Stock into which the Units beneficially owned by Xx. Xxxxxxxx (together with the Xxxxxxxx Affiliates) may be exchanged, is less than thirty percent (30%) of the sum of (i) such aggregate number calculated as of the Effective Date plus (ii) all other shares of Class A Common Stock issued and outstanding as of the Effective Date. Any calculation made in accordance with this definition is subject to equitable adjustment for any event described in Section 4.3(d) above, as applicable.
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Sunset Event means the earlier to occur of (i) the date on which the aggregate number of outstanding shares of (x) Class B Common Stock and Class C Common Stock held by the Founder Holders and (y) Class A Common Stock solely issued pursuant to Section 4.4(e)(iv) upon the death or disability of a Co-founder and solely held (A) by the estate of such Co-founder or (B) by the other Co-founder or his Permitted Transferees as a result of the Transfer by the estate of such Co-founder to such Person, ceases to represent 20% or greater of the aggregate number of outstanding shares of Class A Common Stock, Class B Common Stock and Class C Common Stock, (ii) the death or disability of both Co-founders and (iii) the affirmative vote to reduce the voting rights of all shares of Class B Common Stock and the Class C Common Stock described in Section 4.4(a)(v). For purposes of determining whether a “Sunset Event” has occurred, the Initial Founder Holders shall be deemed to hold shares of Class B Common Stock or Class C Common Stock only so long as the applicable Related Co-founder exerts Exclusive Voting Control over the applicable shares of Class B Common Stock and Class C Common Stock held by such Initial Founder Holder.
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Sunset Event has the meaning set forth in the Corporate Charter.
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Related to Sunset Event

  • Put Event means the occurrence of any of the following:

  • Significant Event means any Amortization Event or Event of Default.

  • Amendment Event means that Counterparty amends, modifies, supplements, waives or obtains a waiver in respect of any term of the Indenture or the Convertible Securities governing the principal amount, coupon, maturity, repurchase obligation of Counterparty, redemption right of Counterparty, any term relating to conversion of the Convertible Securities (including changes to the conversion price, conversion settlement dates or conversion conditions), or any term that would require consent of the holders of not less than 100% of the principal amount of the Convertible Securities to amend, in each case without the consent of Dealer.

  • Acquisition Event means a merger or consolidation in which the Company is not the surviving entity, any transaction that results in the acquisition of all or substantially all of the Company’s outstanding Common Stock by a single person or entity or by a group of persons and/or entities acting in concert, or the sale or transfer of all or substantially all of the Company’s assets.

  • Value Adjustment Event means, with respect to any Loan Asset, the occurrence of any one or more of the following events after the related Cut-Off Date:

  • Replacement Event shall have the meaning specified in Section 11.16.

  • Relevant Event means any Termination Event, Mandatory Prepayment Event or Further Novation Event, or any event which only with the passage of time, the giving of any notice or the fulfilment of any other condition (or a combination thereof) would constitute a Termination Event, Mandatory Prepayment Event or Further Novation Event;

  • Announcement Event means the occurrence of an Announcement Date in respect of a Merger Event or Tender Offer, notwithstanding the fact that such Merger Date or Tender Offer Date may not, or may not be anticipated to, occur on or prior to the Valuation Date for the related Component. The definition of “Announcement Date” in Section 12.1(l) of the Equity Definitions shall be amended by (a) replacing the word “leads” in the third line thereof and in the fifth line thereof with the words “could lead (as determined by the Calculation Agent)” (b) deleting the word “firm” in the second and fourth lines thereof and (c) inserting the words “, and any publicly announced change or amendment to such an announcement (including the announcement of an abandonment of such intention)” at the end of clauses (i) and (ii) thereof. Consequences of Merger Events: Merger Event:

  • ii) Event means any event described in Section 11(a)(ii) hereof.

  • Knock-out Event means the event as defined in §4(4).

  • Potential Adjustment Event means any of the following:

  • Reinvestment Event any Asset Sale or Recovery Event in respect of which the Borrower has delivered a Reinvestment Notice.

  • Adjustment Event means each of the following events:

  • Default Event means an event or circumstance which leads Operator to determine that a Venue User is or appears to be unable or likely to become unable to meet its obligations in respect of an Order or Transaction or to comply with any other obligation under an Agreement or Applicable Law.

  • Payment Event means any of the following:

  • Index Adjustment Event means, in respect of the Index, an Administrator/Benchmark Event, an Index Cancellation, an Index Disruption or an Index Modification.

  • Equity Event is the receipt by Borrower, on or after March 6, 2018 and on or prior to June 30, 2018, of unrestricted net cash proceeds of not less than Thirty Million Dollars ($30,000,000.00) from (i) the issuance and sale by Borrower of its unsecured subordinated convertible debt and/or equity securities and/or (ii) “up front” or milestone payments in connection with a joint venture, collaboration or other partnering transaction.

  • Load Management Event means a) a single temporally contiguous dispatch of Demand Resources in a Compliance Aggregation Area during an Operating Day, or b) multiple dispatches of Demand Resources in a Compliance Aggregation Area during an Operating Day that are temporally contiguous.

  • Repayment Event means any event or condition which gives the holder of any note, debenture or other evidence of indebtedness (or any person acting on such holder’s behalf) the right to require the repurchase, redemption or repayment of all or a portion of such indebtedness by the Company or any of its subsidiaries.

  • Change of Control Triggering Event means the occurrence of both a Change of Control and a Rating Event.

  • Extraordinary Adjustment Event means any of the following events as they relate to the Reference In- strument:

  • Capital Event means and includes: (i) any transaction involving the sale, exchange or other disposition of the Project or the Company (but excluding any incidental sales or exchanges of tangible personal property and fixtures), (ii) any financing, refinancing or borrowing secured by the Project or the Company, and (iii) any condemnation or recovery of damage awards and property insurance proceeds (excluding proceeds from any rent or business interruption insurance).

  • Book-Up Event means an event that triggers a positive adjustment to the Capital Accounts of the Partners pursuant to Section 5.5(d).

  • Pay-Out Event means any Pay-Out Event specified in Section 6.01.

  • Partnership Change of Control means Tesoro Corporation ceases to Control the General Partner.