Acquisition of Shares by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined below), directly or indirectly, of securities of the Company representing fifteen percent (15%) or more of the combined voting power of the Company’s then outstanding securities unless the change in relative beneficial ownership of the Company’s securities by any Person results solely from a reduction in the aggregate number of outstanding shares of securities entitled to vote generally in the election of directors;
Appears in 11 contracts
Samples: Indemnification Agreement (Waldencast PLC), Indemnification Agreement (Waldencast PLC), Indemnification Agreement (Waldencast PLC)
Acquisition of Shares by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined below), directly or indirectly, of securities of the Company representing fifteen percent (15%) or more of the combined voting power of the Company’s then issued and outstanding securities unless the change in relative beneficial ownership of the Company’s securities by any Person results solely from a reduction in the aggregate number of outstanding shares of securities entitled to vote generally in the election of directorssecurities;
Appears in 3 contracts
Samples: Indemnification Agreement (Fitness Champs Holdings LTD), Indemnification Agreement (FBS Global LTD), Indemnification Agreement (FBS Global LTD)
Acquisition of Shares by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined below), directly or indirectly, of securities of the Company representing fifteen fifty percent (1550%) or more of the combined voting power of the Company’s then issued and outstanding securities unless the change in relative beneficial ownership securities; provided, that any acquisition that occurs as a result of any transaction that has been approved by a majority of the Company’s securities by any Person results solely board of directors shall be excluded from a reduction the definition of Change in the aggregate number of outstanding shares of securities entitled to vote generally in the election of directorsControl;
Appears in 3 contracts
Samples: Indemnification Agreement (OneConstruction Group LTD), Director Indemnification Agreement (BloomZ Inc.), Director Indemnification Agreement (Zerospo)
Acquisition of Shares by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined below), directly or indirectly, of securities of the Company representing fifteen fifty and one-tenth percent (1550.1%) or more of the combined voting power of the Company’s then outstanding securities unless the change in relative beneficial ownership Beneficial Ownership of the Company’s securities by any Person results solely from a reduction in the aggregate number of outstanding shares of securities entitled to vote generally in the election of directors;
Appears in 2 contracts
Samples: Indemnification Agreement (EUDA Health Holdings LTD), Indemnification Agreement (EUDA Health Holdings LTD)
Acquisition of Shares by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined below), directly or indirectly, of securities of the Company representing fifteen percent (15%) % or more of the combined voting power of the Company’s then outstanding securities unless the change in relative beneficial ownership of the Company’s securities by any Person results solely from a reduction in the aggregate number of outstanding shares of securities entitled to vote generally in the election of directors;
Appears in 1 contract
Samples: Indemnification and Advancement Agreement (Atotech LTD)
Acquisition of Shares by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined below), directly or indirectly, of securities of the Company representing fifteen percent (15%) or more of the combined voting power of the Company’s then outstanding securities unless the change in relative beneficial ownership of the Company’s securities by any Person results solely from a reduction in the aggregate number of outstanding shares of securities entitled to vote generally in the election of directorssecurities;
Appears in 1 contract
Acquisition of Shares by Third Party. Any Person (as defined below) Person, other than a Current 10% Holder is or becomes (in a single transaction or series of related transactions) the Beneficial Owner (as defined below)Owner, directly or indirectly, of securities of the Company representing fifteen thirty percent (1530%) or more of the combined voting power of the Company’s then outstanding securities unless the change in relative beneficial ownership of the Company’s securities by any Person results solely from a reduction in the aggregate number of outstanding shares of securities entitled to vote generally in the election of directors;
Appears in 1 contract
Samples: Indemnification and Advancement Agreement (Fresh Del Monte Produce Inc)
Acquisition of Shares by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined below), directly or indirectly, of securities of the Company Cian representing fifteen percent (15%) or more of the combined voting power of the CompanyCian’s then outstanding securities unless the change in relative beneficial ownership of the CompanyCian’s securities by any Person results solely from a reduction in the aggregate number of outstanding shares of securities entitled to vote generally in the election of directors;;
Appears in 1 contract
Samples: Cian PLC
Acquisition of Shares by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined below), directly or indirectly, of securities of the Company representing fifteen percent (15%) or more of the combined voting power of the Company’s then outstanding securities unless the change in relative beneficial ownership Beneficial Ownership of the Company’s securities by any Person results solely from a reduction in the aggregate number of outstanding shares of securities entitled to vote generally in the election of directors;
Appears in 1 contract
Samples: Indemnification Agreement (Gorilla Technology Group Inc.)
Acquisition of Shares by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined below), directly or indirectly, of securities of the Company Corporation representing [fifteen percent (15%) )] or more of the combined voting power of the Company’s Corporation's then outstanding securities [unless the change in relative beneficial ownership Beneficial Ownership of the Company’s Corporation's securities by any Person results solely from a reduction in the aggregate number of outstanding shares of securities entitled to vote generally in the election of directors];
Appears in 1 contract
Samples: Indemnification Agreement
Acquisition of Shares by Third Party. Any any Person (as defined below) is or becomes the Beneficial Owner (as defined below)Owner, directly or indirectly, of securities of the Company representing fifteen twenty percent (1520%) or more of the combined voting power of the Company’s then outstanding securities unless the change in relative beneficial ownership of the Company’s securities by any Person results solely from a reduction in the aggregate number of outstanding shares of securities entitled to vote generally in the election of directors, unless such acquisition was approved in advance by shareholders holding a majority of the voting power of the Company prior to such acquisition and such acquisition would not constitute a Change in Control under part (iii) of this definition;
Appears in 1 contract
Acquisition of Shares by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined below), directly or indirectly, of securities shares of the Company representing fifteen percent (15%) or more of the combined voting power of the Company’s then outstanding securities shares unless the change in relative beneficial ownership of the Company’s securities shares by any Person results solely from a reduction in the aggregate number of outstanding shares of securities entitled to vote generally in the election of directors;
Appears in 1 contract
Samples: Indemnification and Advancement Agreement (Vertical Aerospace Ltd.)
Acquisition of Shares by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined below), directly or indirectly, of securities of the Company representing fifteen fifty percent (1550%) or more of the combined voting power of the Company’s then outstanding securities unless the change in relative beneficial ownership of the Company’s securities by any Person results solely from a reduction in the aggregate number of outstanding shares of securities entitled to vote generally in the election of directors;
Appears in 1 contract
Samples: Form of Indemnification and Advancement Agreement (Above Food Ingredients Inc.)