Sentences with phrase «upon change of control»

One of the provisions missed by the other reviewer contained a significant termination upon change of control.

Additionally, Parent also intends to roll over certain of the Company's current outstanding indebtedness that is not subject to acceleration upon a change of control and that either does not contain change of control repurchase obligations or where the holders do not elect to have such indebtedness repurchased in a change of control offer.»

In addition to a voluntary dissolution, SSE Holdings will be dissolved upon a change of control transaction under certain circumstances, as well as upon the entry of a decree of judicial dissolution or other circumstances in accordance with Delaware law.

Not exact matches

The Program Agreement with HSBC included a change of control provision that would permit us to terminate such agreement following a change of control of HSBC, which occurred upon closing of the Capital One transaction.

In addition, if an option or stock appreciation right is not assumed or substituted in the event of a change in control, the Administrator will notify the participant in writing that the option or stock appreciation right will be fully vested and exercisable for a period of time determined by the Administrator in its sole discretion, and the option or stock appreciation right will terminate upon the expiration of such period.

We do not have any contracts or other arrangements with our NEOs that provide for payments or other benefits upon a change in control of our company.

Vesting does not accelerate as a result of termination of employment or upon a change in control (unless the acquiring company does not assume the awards).

upon the exercise of an Option or Stock Appreciation Right or upon the payout of a Restricted Stock Unit, Performance Unit or Performance Share, for each Share subject to such Award, to be solely common stock of the successor corporation or its Parent equal in fair market value to the per share consideration received by holders of Common Stock in the Change in Control.

In addition, if an Option or Stock Appreciation Right is not assumed or substituted in the event of a Change in Control, the Administrator will notify the Participant in writing or electronically that the Option or Stock Appreciation Right will be exercisable for a period of time determined by the Administrator in its sole discretion, and the Option or Stock Appreciation Right will terminate upon the expiration of such period.

We consider awards to have double - trigger vesting when they vest upon termination of employment following a change of control.

«The vesting of each executive's awards will accelerate upon termination of his employment for any reason (including a resignation for good reason) other than cause, death or disability (as such terms are defined in such executive's employment agreement) if such termination takes place upon or within two years following a change in control (as defined in such executive's employment agreement) that occurs during the term of his employment agreement and such executive signs a general waiver and release that has become effective.»

Orthostatic hypotension (getting dizzy upon standing up) and changes in blood sugar control are common results of low cortisol.

Folks should know that one of the primary sources Michael relies upon is Max Eden's research which I've debunked elsewhere, and who most recently has in my opinion been making outlandish and exploitive statements about the school shootings, in part to change the framework away from a gun control debate as he describes starting around the 13:50 mark.

The Utah State Board of Education is in control of the Utah Core Standards and may change them as needed, according to Gene Wilhoit, executive director of the Council of Chief State School Officers (CCSSO), one of the two organizations that drafted the Common Core State Standards upon which Utah's English language arts and mathematics standards are based.

2) A APR that is variable may change depending upon an index that is outside of the credit card company's control, such as the Treasury bill rate or prime rate.

At first, Crypt of the Necrodancer looks like a typical 2 - D dungeon crawler, but that quickly changes upon learning the game's controls.

Then there's «Version 1.1», which implements the same graphical upgrades as 360 Mode alongside several other changes, the foremost being the ability to directly control your familiar's movement: you'll be making frequent use of this, as enemies and bosses now assail you with extra «suicide bullets» upon being attacked (in previous versions of the game this would only happen on high difficulty settings), and only your helper can absorb them to prevent you from being completely overwhelmed.

With the nine oil paintings and three works on paper that comprise the exhibition, Miller continues to explore the narrative potential of the animal world by revisiting many of the themes that she has surveyed in her work for the past thirty years, including the relationship between predator and prey, the effect of changing habitats upon both flora and fauna, the folly of our human sense of control over nature, and the passage of time.

I particularly enjoyed the slides that, when combined (1) provided an overview of hotter and cooler CO2 molecules as it relates to how they are seen from outer space and from profile — because this will make it easier for me to explain this process to others; (2) walked through the volcanic and solar activity vs assigning importance to CO2 changes — because this another way to help make it clearer, too, but in another way; (3) discussed CO2 induced warming and ocean rise vs different choices we might make — because this helps point out why every day's delay matters; and (4) showed Figure 1 from William Nordhaus» «Strategies for Control of Carbon Dioxide» and then super-imposed upon that the global mean temperature in colors showing pre-paper and post-paper periods — because this helps to show just how far back it was possible to make reasoned projections without the aid of a more nuanced and modern understanding.

Edward Lendner, who was director of climate issues in a previous White House administration, wrote last week: «In what would be the single most important contingency that could impact civil society in the United States and other nations around the world, there is no agreed upon plan for how to deal with a collapsing world in the distant future if climate change and global warming get out of control and mass migrations northward create chaos in both wealthy and poor countries.»

Indeed, forcing a well crafted change upon others is the best way to control them, hardly a surprise when one considers the quality, names and ranks of those who are mobilizing to «save the planet».

Because the NAO is primarily controlled by intrinsic atmospheric dynamics, it constitutes a major source of unpredictable natural variability whose impacts will be superimposed upon those of anthropogenic climate change.

And are doing so, on an issue of massive geologic scale with no control variable, representing a massive external forcing «change» upon an already dynamic, variable and highly complex system that itself has several underlying stabilizing stases systems, which, most notably, are changing.

Joint Ventures: examples of some of the cases in which we have recently acted include: a dispute between joint venturers about undistributed profits in a JV vehicle upon the operation of a Change of Control clause; a claim on a business sale guarantee arising from the termination of a joint venture; and Tethyan Copper Company Pty v Government of Balochistan (ICC Case No. 18347 / VRO / AGF), a dispute under a joint venture contract in relation to the refusal of a mining licence over copper and gold deposits at Reko Diq, Pakistan.

Upon an involuntary termination of Mr. Suh's employment within 12 months after a change in control of LegalZoom, he would have received a cash severance payment equal to one year of base salary and his then - outstanding unvested stock options, restricted stock, stock appreciation rights and stock units would become fully vested immediately before his termination of employment.

The bill does not prohibit «local boards of education from providing accommodations such as single occupancy bathroom or changing facilities or controlled use of faculty facilities upon a request due to special circumstances, but in no event shall that accommodation result in the local boards of education allowing a student to use a multiple occupancy bathroom or changing facility designated under subsection (b) of this section for a sex other than the student's biological sex.»