Common use of Acquisition of Shares by Third Party Clause in Contracts

Acquisition of Shares by Third Party. Other than an affiliate of Tekkorp JEMB LLC, a Cayman Islands limited liability company (the “Sponsor”), any Person (as defined below) is or becomes the Beneficial Owner, 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 entitled to vote generally in the election of directors, unless (1) the change in the relative Beneficial Ownership of the Company’s securities by any Person results solely from a reduction in the aggregate number of outstanding shares entitled to vote generally in the election of directors, or (2) such acquisition was approved in advance by the Continuing Directors (as defined below) and such acquisition would not constitute a Change in Control under part (c) of this definition;

Appears in 9 contracts

Samples: Indemnification Agreement (Tekkorp Digital Acquisition Corp.), Indemnification Agreement (Tekkorp Digital Acquisition Corp.), Indemnification Agreement (Tekkorp Digital Acquisition Corp.)

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Acquisition of Shares by Third Party. Other than an affiliate of Tekkorp JEMB Pearl Holdings Sponsor LLC, a Cayman Islands limited liability company (the “Sponsor”), any Person (as defined below) is or becomes the Beneficial Owner, 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 entitled to vote generally in the election of directors, unless (1) the change in the relative Beneficial Ownership of the Company’s securities by any Person results solely from a reduction in the aggregate number of outstanding shares entitled to vote generally in the election of directors, or (2) such acquisition was approved in advance by the Continuing Directors (as defined below) and such acquisition would not constitute a Change in Control under part (c) of this definition;

Appears in 9 contracts

Samples: Indemnification Agreement (Pearl Holdings Acquisition Corp), Indemnification Agreement (Pearl Holdings Acquisition Corp), Indemnification Agreement (Pearl Holdings Acquisition Corp)

Acquisition of Shares by Third Party. Other than an affiliate of Tekkorp JEMB LLCChenghe Investment II Limited, a Cayman Islands limited liability company (the “Sponsor”), any Person (as defined below) is or becomes the Beneficial Owner, 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 entitled to vote generally in the election of directors, unless (1) the change in the 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, or (2) such acquisition was approved in advance by the Continuing Directors (as defined below) and such acquisition would not constitute a Change in Control under part (ciii) of this definition;

Appears in 8 contracts

Samples: Indemnification Agreement (Chenghe Acquisition II Co.), Indemnity Agreement (Chenghe Acquisition II Co.), Indemnity Agreement (Chenghe Acquisition II Co.)

Acquisition of Shares by Third Party. Other than an affiliate of Tekkorp JEMB LLCMoringa Sponsor, L.P., a Cayman Islands exempted limited liability company partnership (the “Sponsor”), any Person (as defined below) is or becomes the Beneficial Owner, 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 entitled to vote generally in the election of directors, unless (1) the change in the 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, or (2) such acquisition was approved in advance by the Continuing Directors (as defined below) and such acquisition would not constitute a Change in Control under part (ciii) of this definition;

Appears in 8 contracts

Samples: Indemnification Agreement (Moringa Acquisition Corp), Indemnification Agreement (Moringa Acquisition Corp), Indemnification Agreement (Moringa Acquisition Corp)

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Acquisition of Shares by Third Party. Other than an affiliate of Tekkorp JEMB Mericsson Sponsor LLC, a Cayman Islands limited partnership liability company (the “Sponsor”), any Person (as defined below) is or becomes the Beneficial Owner, 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 entitled to vote generally in the election of directors, unless (1) the change in the 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, or (2) such acquisition was approved in advance by the Continuing Directors (as defined below) and such acquisition would not constitute a Change in Control under part (ciii) of this definition;

Appears in 1 contract

Samples: Indemnification Agreement (Mericsson Acquisition Corp)

Acquisition of Shares by Third Party. Other than an affiliate of Tekkorp JEMB Xiaosen Sponsor LLC, a Cayman Islands limited partnership liability company (the “Sponsor”), any Person (as defined below) is or becomes the Beneficial Owner, 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 entitled to vote generally in the election of directors, unless (1) the change in the 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, or (2) such acquisition was approved in advance by the Continuing Directors (as defined below) and such acquisition would not constitute a Change in Control under part (ciii) of this definition;

Appears in 1 contract

Samples: Indemnity Agreement (Distoken Acquisition Corp)

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