Common use of Change in Effective Control Clause in Contracts

Change in Effective Control. Either of the following occurs: (A) Any one person, or more than one person acting as a group, acquires (or has acquired during the 12-month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company and thereby possesses for the first time 30% or more of the total voting power of the stock of the Company; or (B) A majority of the members of the Company’s Board of Directors is replaced during any 12-month period by directors whose appointment or election is not endorsed by a majority of the members of the Board of Directors before the date of the appointment or election; or

Appears in 2 contracts

Sources: Change in Control Agreement (Aurora Oil & Gas CORP), Change in Control Agreement (Aurora Oil & Gas CORP)

Change in Effective Control. Either of the following occurs: (A) Any one person, or more than one person acting as a group, acquires (or has acquired during the 12-month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company and thereby possesses possessing for the first time 30% or more of the total voting power of the stock of the Company; or (B) A majority of the members of the Company’s Board of Directors is replaced during any 12-month period by directors whose appointment or election is not endorsed by a majority of the members of the Board of Directors before the date of the appointment or election; or

Appears in 1 contract

Sources: Retention Bonus Agreement (Aurora Oil & Gas CORP)

Change in Effective Control. Either of the following occurs: (Aa) Any any one person, or more than one person acting as a groupgroup (as determined under Section 1(c)), acquires (or has acquired during the 12-month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company and thereby possesses for the first time 30Parent possessing 35% or more of the total voting power of the stock of the Company; or Parent, or (Bb) A a majority of the members of the CompanyParent’s Board board of Directors directors is replaced during any 12-month period by directors whose appointment or election is not endorsed by a majority of the members of the Board Parent’s board of Directors before directors prior to the date of the appointment or election; or;

Appears in 1 contract

Sources: Employment Agreement (Apollo Gold Corp)

Change in Effective Control. Either A change in effective control of a corporation occurs on the following occurs: date that either: (Ai) Any one person, or more than one person acting as a group, acquires (or has acquired during the 12-month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company and thereby possesses for the first time 30corporation possessing 35% or more of the total voting power of the stock of the Companycorporation; or or (Bii) A majority of the members of the Company’s Board board of Directors directors of the corporation is replaced during any 12-12- month period by directors whose appointment or election is not endorsed by a majority of the members of the Board board of Directors before directors prior to the date of the appointment or election; orprovided, that this paragraph (ii) shall apply only to a corporation for which no other corporation is a majority shareholder.

Appears in 1 contract

Sources: Adoption Agreement (Emc Insurance Group Inc)

Change in Effective Control. Either A change in effective control of a corporation occurs on the following occursdate that either: (Ai) Any one person, or more than one person acting as a group, acquires (or has acquired during the 12-month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company and thereby possesses for the first time 30corporation possessing 35% or more of the total voting power of the stock of the Companycorporation; or (Bii) A majority of the members of the Company’s Board board of Directors directors of the corporation is replaced during any 12-12- month period by directors whose appointment or election is not endorsed by a majority of the members of the Board board of Directors before directors prior to the date of the appointment or election; orprovided, that this paragraph (ii) shall apply only to a corporation for which no other corporation is a majority shareholder.

Appears in 1 contract

Sources: Executive Nonqualified Excess Plan (Werner Enterprises Inc)