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

Acquisition of Stock 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;

Acquisition of Stock 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;

Acquisition of Stock 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 securitiessecurities 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;

Acquisition of Stock 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 securitiessecurities 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;

Acquisition of Stock 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 twenty percent (1520%) or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock 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 's then outstanding securities;

Acquisition of Stock by Third Party. 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 percent (15%) 50% or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock 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 forty percent (1540%) or more of the combined voting power of the Company’s then outstanding securitiessecurities 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;

Acquisition of Stock by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined belowabove), directly or indirectly, of securities of the Company representing fifteen percent (15%) 25% or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock 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;

Acquisition of Stock by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as such term is defined belowin Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and any rules and regulations promulgated thereunder), 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 securitiesshares of capital stock;

Acquisition of Stock by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined belowabove), directly or indirectly, of securities of the Company representing fifteen twenty five percent (1525%) or more of the combined voting power of the Company’s then outstanding securitiessecurities 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;

Acquisition of Stock by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined below)Owner, directly or indirectly, of securities of the Company an Indemnitor representing fifteen percent (15%) 50% or more of the combined voting power of the Companyan Indemnitor’s then outstanding securities;

Acquisition of Stock 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 securitiessecurities 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;

Acquisition of Stock 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 thirty-five percent (1535%) or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock 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 more than fifty percent (1550%) or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock by Third Party. Any Person Person, other than a Principal or a Related Party of a Principal (as each such term is defined below) ), is or becomes the Beneficial Owner (as defined below)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;

Acquisition of Stock 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;

Acquisition of Stock by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined belowabove), directly or indirectly, of securities of the Company representing fifteen twenty five percent (1525%) or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock 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 twenty percent (1520%) or more of the combined voting power of the Company’s 's then outstanding securities;

Acquisition of Stock by Third Party. Any Person (as defined below) (who is not such on or prior to the date of this Agreement) becomes the Beneficial Owner (as defined below)Owner, directly or indirectly, of securities of the Company representing fifteen thirty-five percent (1535%) or more of the combined voting power of the Company’s 's then outstanding securitiessecurities 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;

Acquisition of Stock by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined belowabove), directly or indirectly, of securities of the Company representing fifteen twenty five percent (1525%) or more of the combined voting power of the Company’s then outstanding securitiessecurities (excluding any changes in the voting power solely resulting from any conversion of Class B Common Stock into Class A Common Stock);

Acquisition of Stock 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 twenty-five percent (1525%) or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock 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 thirty percent (1530%) or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock 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%) 50% or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock by Third Party. 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;

Acquisition of Stock 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 thirty-five percent (1535%) or more of the combined voting power of the Company’s then outstanding securitiessecurities 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;

Acquisition of Stock 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 thirty percent (1530%) or more of the combined voting power of the Company’s 's then outstanding securities;

Acquisition of Stock 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 thirty five percent (1535%) or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock 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 forty percent (1540%) or more of the combined voting power of the Company’s then then-outstanding securities;

Acquisition of Stock 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 securitiessecurities 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;

Acquisition of Stock 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 forty-five percent (1545%) or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock by Third Party. Any Person (as defined below) ), other than a trustee or other fiduciary holding securities under an employee benefit plan of the Company or a corporation owned directly or indirectly by the stockholders of the Company in substantially the same proportions as their ownership of stock of the Company is or becomes the Beneficial Owner (as defined belowabove), directly or indirectly, of securities of the Company representing fifteen percent fifty (1550%) or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock by Third Party. Any Unless explicitly approved by the Incumbent Board (as defined below), 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%) 20% or more of the combined voting power of the Company’s Corporation's then outstanding securities;

Acquisition of Stock 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;

Acquisition of Stock 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 thirty percent (1530%) or more of the combined voting power of the Company’s then outstanding securitiessecurities 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;

Acquisition of Stock by Third Party. Any Person (as defined belowhereinafter defined) is or becomes the Beneficial Owner (as defined belowhereinafter defined), directly or indirectly, of securities of the Company Corporation representing fifteen percent forty (1540%) percent or more of the combined voting power of the CompanyCorporation’s then outstanding securitiessecurities and such Person initiates actions to cause the Corporation to enter into a transaction or series of transactions with such Person or a third party without the prior consent or request of the Board of Directors;

Acquisition of Stock 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%) 50% or more of the combined voting power of the Company’s then outstanding securitiessecurities 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;

Acquisition of Stock 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 thirty-five percent (1535%) or more of the combined voting power of the Company’s 's then outstanding securities;

Acquisition of Stock 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;

Acquisition of Stock by Third Party. 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 's then outstanding securities;

Acquisition of Stock 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 securitiessecurities 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;

Acquisition of Stock 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 twenty-five percent (1525%) or more of the combined voting power of the Company’s 's then outstanding securities;

Acquisition of Stock by Third Party. Any Unless explicitly approved by the Incumbent Board (as defined below), 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%) 20% or more of the combined voting power of the CompanyCorporation’s then outstanding securities;

Acquisition of Stock by Third Party. 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 more than fifty percent (1550%) or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock 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 securitiessecurities 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;

Acquisition of Stock by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined belowabove), directly or indirectly, of securities of the Company representing fifteen twenty five percent (1525%) or more of the combined voting power of the Company’s then outstanding securitiessecurities ;

Acquisition of Stock 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 's then outstanding securities;

Acquisition of Stock 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; provided, that any acquisition that occurs as a result of any transaction that has been approved by a majority of the Company’s board of directors shall be excluded from the definition of Change in Control;

Acquisition of Stock by Third Party. Any Person (as defined below) is or below 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 securitiessecurities 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 securities entitled to vote generally in the election of directors;

Acquisition of Stock by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined belowabove), directly or indirectly, of securities of the Company representing fifteen twenty five percent (1525%) or more of the combined voting power of the Company’s 's then outstanding securities;

Acquisition of Stock by Third Party. 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 percent (15%) 50.1% or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock by Third Party. 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 percent (15%) or more of the combined voting power of the Company’s 's then outstanding securities;

Acquisition of Stock 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 the greater of (i) fifteen percent (15%) or more of the combined voting power of the Company’s then outstanding securitiessecurities and (ii) a percentage equal to the sum of (A) the combined voting power of the Company’s securities Beneficially Owned by such Person on the date hereof plus (B) ten percent (10%);

Acquisition of Stock 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 's then outstanding securitiessecurities 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;

Acquisition of Stock 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 thirty-three percent (1533%) or more of the combined voting power of the Company’s then outstanding securitiessecurities 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;

Acquisition of Stock by Third Party. Any Person (as defined below) ), other than [Vista][Vista Equity Partners (“Vista”)]2 and its affiliates, is or becomes the Beneficial Owner (as defined belowabove), directly or indirectly, of securities of the Company representing fifteen percent (15%) or more than 50% 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 securities entitled to vote generally in the election of directors;

Acquisition of Stock by Third Party. Any Person (as defined below) (other than any Beneficial Owner as of the date of this Agreement) 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;

Acquisition of Stock by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined belowabove), directly or indirectly, of securities of the Company representing fifteen twenty five percent (1525%) or more of the combined voting power of the Company’s 's then outstanding securitiessecurities 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;

Acquisition of Stock by Third Party. Any Person (as defined below) is or that becomes the a 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 securitiessecurities 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;

Acquisition of Stock by Third Party. Any Person (as defined in Section 3(c) below) is or becomes the Beneficial Owner (as defined in Section 3(d) below), directly or indirectly, of securities of the Company representing fifteen more than fifty percent (1550%) or more of the combined voting power of the Company’s then then-outstanding securities;

Acquisition of Stock by Third Party. Any Person (as defined below) is or becomes (in a single transaction or series of related transactions) 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 securitiessecurities 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;

Acquisition of Stock by Third Party. Any Person (as defined below) is or after the date of this Agreement 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 securitiessecurities 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;

Acquisition of Stock by Third Party. Any Person (as defined below) after the date of this Agreement (who is not such on or prior to the date of this Agreement) becomes the Beneficial Owner (as defined below), directly or indirectly, of securities of the Company representing fifteen thirty-five percent (1535%) or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock 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 's then outstanding securitiessecurities 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;

Acquisition of Stock 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 forty percent (1540%) or more of the combined voting power of the Company’s 's then outstanding securities;

Acquisition of Stock by Third Party. 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 percent (15%) % or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock 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 [thirty percent (1530%) )] or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock by Third Party. Any Person (as defined below, but excluding any Compass Entity) is or becomes the Beneficial Owner (as defined below), directly or indirectly, of securities of the Company representing fifteen percent (1550%) or more of the combined voting power of the Company’s then outstanding securitiessecurities 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;

Acquisition of Stock 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 securitiessecurities in a single transaction or series of related transactions;

Acquisition of Stock 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;

Acquisition of Stock 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 twenty percent (1520%) or more of the combined voting power of the Company’s then outstanding securitiessecurities 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;

Acquisition of Stock by Third Party. 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 fifty percent (1550%) or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock 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 twenty-five percent (1525%) or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock 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 twenty percent (1520%) or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock by Third Party. Any Person (as defined below) is or becomes (in a single transaction or series of related transactions) 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 securitiessecurities 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;

Acquisition of Stock 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 's then outstanding securities;

Acquisition of Stock 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 fifty (1550%) or more of the combined voting power of the Company’s then outstanding securitiessecurities 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;

Acquisition of Stock by Third Party. Any Person (as defined belowhereinafter defined) is or becomes the Beneficial Owner (as defined belowhereinafter defined), 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 securitiessecurities 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;

Acquisition of Stock by Third Party. 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 Company’s Voting Securities, unless the change in the relative Beneficial Ownership of the Company’s then securities by any Person results solely from a reduction in the aggregate number of outstanding securitiesVoting Securities;

Acquisition of Stock by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as such term is defined belowin Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and any rules and regulations promulgated thereunder), directly or indirectly, of securities of the Company representing fifteen more than fifty-percent (1550%) or more of the combined voting power of the Company’s then outstanding securitiesshares of capital stock;

Acquisition of Stock 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; provided that any acquisition or disposition of the Company’s securities by Jxxxx Xxxxxxxxxxx and/or his affiliates shall not be deemed to result in a Change in Control;

Acquisition of Stock by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined belowabove), directly or indirectly, of securities of the Company representing fifteen percent (15%) 25% or more of the combined voting power of the Company’s 's then outstanding securities;

Acquisition of Stock 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 twenty (20) percent (15%) or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock by Third Party. 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 more than fifty percent (1550%) or more of the combined voting power of the Company’s then outstanding securities;

Acquisition of Stock by Third Party. 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;

Acquisition of Stock by Third Party. 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;

Acquisition of Stock by Third Party. Any Person (as defined below) who is or becomes the Beneficial Owner (also as defined below), 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 securitiessecurities 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;

Acquisition of Stock 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 securitiessecurities unless the change in relative beneficial ownership of the Company’s securities by any Person is approved in advance by a majority of the Board in advance of the acquisition that results in ownership above 11% or results solely from a reduction in the aggregate number of outstanding shares of securities entitled to vote generally in the election of directors;

Acquisition of Stock 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 's then outstanding securities; provided, however, that any Person who is a Beneficial Owner, directly or indirectly, of securities of the Company representing 15% or more of the combined voting power on the date hereof shall not be deemed to trigger a Change of Control within the meaning of this definition;

Acquisition of Stock by Third Party. 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 percent (15%) 50% or more of the combined voting power of the Company’s 's then outstanding securities;

Acquisition of Stock 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 securitiessecurities [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];

Acquisition of Stock 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 thirty five (1535%) or more of the combined voting power of the Company’s then outstanding securitiessecurities 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;

Acquisition of Stock 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 twenty percent (1520%) or more of the combined voting power of the CompanyCorporation’s then outstanding securities;

Acquisition of Stock 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 securitiessecurities other than as a result of any transaction or set of transactions by which the security holders of Amprius, Inc. receive securities in the Company in exchange for their securities in Amprius, Inc.;

Acquisition of Stock 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 thirty percent (1530%) or more of the combined voting power of the Company’s 's then outstanding securitiessecurities 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;

Acquisition of Stock 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%) 20% or more of the combined voting power of the Company’s then outstanding securitiessecurities 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;

Acquisition of Stock by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined belowabove), directly or indirectly, of securities of the Company representing fifteen twenty five percent (1525%) or more of the combined voting power of the Company’s 's then outstanding securitiessecurities (excluding any changes in the voting power solely resulting from any conversion of Class B Common Stock into Class A Common Stock);

Acquisition of Stock by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined below)Owner, directly or indirectly, of securities of the Company Corporation representing fifteen percent (15%) or more of the combined voting power of the CompanyCorporation’s then outstanding securities;

Acquisition of Stock by Third Party. Any Person (as defined below) is or becomes the Beneficial Owner (as defined belowabove), directly or indirectly, of securities of the Company representing fifteen twenty five percent (1525%) or more of the combined voting power of the Company’s then outstanding securities;voting