Change in Effective Control of the Company. A change in the effective control of the Company which occurs on the date that a majority of members of the Board is replaced during any twelve (12) month period by directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this clause (ii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change of Control; or
Appears in 44 contracts
Samples: Executive Severance Agreement (Plantronics Inc /Ca/), Change of Control and Severance Agreement (Cutera Inc), Change of Control Severance Agreement (Plantronics Inc /Ca/)
Change in Effective Control of the Company. A change in the effective control of the Company which occurs on the date that a majority of members of the Board is replaced during any twelve (12) month period by directors Directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this clause (ii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change of Control; or
Appears in 26 contracts
Samples: Change of Control Severance Agreement (NetApp, Inc.), Change of Control Severance Agreement (NetApp, Inc.), Control Severance Agreement (NetApp, Inc.)
Change in Effective Control of the Company. A change in the effective control of the Company which occurs on the date that a majority of members of the Board is replaced during any twelve (12) -month period by directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this clause (ii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will shall not be considered a Change of Control; or
Appears in 9 contracts
Samples: Executive Employment Agreement (Vivint Solar, Inc.), Executive Employment Agreement (Vivint Solar, Inc.), Executive Employment Agreement (Vivint Solar, Inc.)
Change in Effective Control of the Company. A change in the effective control of the Company which occurs on the date that a majority of members of the Board is replaced during any twelve (12) month 12)-month period by directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this clause (iiSection 6(b)(ii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change of Control; or
Appears in 8 contracts
Samples: Change of Control Agreement (Comscore, Inc.), Severance Agreement (Comscore, Inc.), Severance Agreement (Comscore, Inc.)
Change in Effective Control of the Company. A change in the effective control of the Company which occurs on the date that a majority of members of the Board (each, a “Director”) is replaced during any twelve (12) month period by directors Directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this clause subsection (ii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change of in Control; or
Appears in 8 contracts
Samples: Employment Agreement (Constellation Alpha Capital Corp.), Employment Agreement (TrueCar, Inc.), Employment Agreement (TrueCar, Inc.)
Change in Effective Control of the Company. A change in the effective control of the Company Company, which occurs is deemed to occur on the date that a majority of members of the Board is replaced during any twelve (12) -month period by directors whose appointment or election is was not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this clause (ii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change of Control; or
Appears in 7 contracts
Samples: Employment Agreement (GP Investments Acquisition Corp.), Employment Agreement (Linear Technology Corp /Ca/), Sebastian Grady Employment Agreement (GP Investments Acquisition Corp.)
Change in Effective Control of the Company. A change in the effective control of the Company which occurs on the date that a majority of members of the Board is replaced during any twelve (12) month period by directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this clause (ii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will shall not be considered a Change of Control; or
Appears in 7 contracts
Samples: Employment Agreement (Plantronics Inc /Ca/), Involuntary Termination Severance Agreement (Fusion-Io, Inc.), Involuntary Termination Severance Agreement (Fusion-Io, Inc.)
Change in Effective Control of the Company. A change in the effective control of the Company which occurs on the date that a majority of members of the Board is replaced during any twelve (12) month period by directors members of the Board whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this clause subsection (ii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change of in Control; or
Appears in 4 contracts
Samples: Change in Control Severance Agreement (Roblox Corp), Change in Control Severance Agreement (Roblox Corp), Change in Control and Severance Agreement (Sumo Logic, Inc.)
Change in Effective Control of the Company. A change in the effective control of the Company which occurs on the date that a majority of members of the Board is replaced during any twelve twenty-four (1224) month period by directors whose appointment or election is not endorsed approved by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this clause subsection (iiiii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change of Control; or
Appears in 4 contracts
Samples: Change of Control and Severance Agreement (Ambarella Inc), Change of Control and Severance Agreement (Ambarella Inc), Change of Control and Severance Agreement (Ambarella Inc)
Change in Effective Control of the Company. A change in the effective control of the Company which occurs on the date that a majority of members of the Board is replaced during any twelve (12) month period by directors Directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this clause subsection (ii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change of in Control; or
Appears in 4 contracts
Samples: Participation Agreement (DoorDash Inc), Participation Agreement (DoorDash Inc), Participation Agreement (DoorDash Inc)
Change in Effective Control of the Company. A change in the effective control of the Company Company, which occurs is deemed to occur on the date that a majority of members of the Board is replaced during any twelve (12) month 12)-month period by directors whose appointment or election is was not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this clause (ii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change of Control; or
Appears in 3 contracts
Samples: Change of Control Severance Agreement (Analog Devices Inc), Change of Control Severance Agreement (Linear Technology Corp /Ca/), Change of Control Severance Agreement (Linear Technology Corp /Ca/)
Change in Effective Control of the Company. A change in the effective control of the Company which occurs on the date that a majority of members of the Board is replaced during any twelve (12) month period by directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this clause (ii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change of Control; or
Appears in 3 contracts
Samples: Control and Severance Agreement (Solta Medical Inc), Change of Control and Severance Agreement (Solta Medical Inc), Change of Control and Severance Agreement (Solta Medical Inc)
Change in Effective Control of the Company. A change in the effective control of the Company which occurs (a) on the date that a majority of members of the Board is replaced during any twelve (12) month period by directors Directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes election or (b) on the date that the Chief Executive Officer of the Company as of the date of the signing of this clause (ii), if any Person is considered Agreement ceases to be in effective control the Chief Executive Officer of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change of Control; or.
Appears in 2 contracts
Samples: Change of Control Severance Agreement (Axos Financial, Inc.), Change of Control Severance Agreement (BofI Holding, Inc.)
Change in Effective Control of the Company. A change in the effective control of the Company which occurs on the date that a majority of members of the Board is replaced during any twelve (12) -month period by directors Directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this clause subsection (ii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change of in Control; or
Appears in 2 contracts
Samples: Letter Agreement (Samsara Inc.), Letter Agreement (Samsara Inc.)
Change in Effective Control of the Company. A change in the effective control of the Company which occurs (a) on the date that a majority of members of the Board is replaced during any twelve (12) month period by directors Directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes election or (b) on the date that the CEO as of the date of this clause (ii)Agreement, if any Person is considered ceases to be in effective control the chief executive officer of the Bank or the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change of Control; or
Appears in 1 contract
Samples: Amended And (Axos Financial, Inc.)
Change in Effective Control of the Company. A change in the effective control of the Company which occurs on the date that a majority of members of the Board is replaced isreplaced during any twelve (12) month period by directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this clause (ii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change of Control; or
Appears in 1 contract
Samples: Executive Severance Agreement (Plantronics Inc /Ca/)
Change in Effective Control of the Company. A change in the effective control of the Company which occurs on the date that a majority of members of the Company’s Board of Directors is replaced during any twelve (12) month period by directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this clause subsection (ii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change of in Control; or
Appears in 1 contract
Samples: Securities Purchase Agreement (KKR Phorm Investors L.P.)
Change in Effective Control of the Company. A change in the effective control of the Company Company, which occurs is deemed to occur on the date that a majority of members of the Board is replaced during any twelve (12) month period by directors whose appointment or election is was not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this clause (ii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change of Control; or
Appears in 1 contract