Change in Effective Control. A change in effective control of the Company occurs on the date that either: (A) any one person, or more than one person acting as a group, acquires (or has acquired during the twelve (12) month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company possessing thirty percent (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 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 Company’s Board prior to the date of the appointment or election; provided, that this paragraph (2) will apply to the Company only if no other corporation is a majority shareholder of the Company.
Appears in 7 contracts
Samples: Employment Agreement (Electronic Servitor Publication Network, Inc.), Employment Agreement (Electronic Servitor Publication Network Inc.), Employment Agreement (Diego Pellicer Worldwide, Inc)
Change in Effective Control. A change in effective control of the Company occurs on the date that either: :
(A1) any Any one person, or more than one person acting as a group, acquires (or has acquired during the twelve (12) month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company possessing thirty percent (30%) or more of the total voting power of the stock of the Company; or or
(B2) a A majority of the 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 Company’s Board prior to the date of the appointment or election; provided, that this paragraph (2) will apply to the Company only if no other corporation is a majority shareholder of the Companyshareholder.
Appears in 4 contracts
Samples: Employment Agreement (Hill International, Inc.), Employment Agreement (Hill International, Inc.), Employment Agreement (Hill International, Inc.)
Change in Effective Control. A change in effective control of the Company occurs on the date that either: (A) any one person, or more than one person acting as a group, acquires (or has acquired during the twelve (12) month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company possessing thirty percent (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 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 Company’s Board prior to the date of the appointment or election; provided, that this paragraph (2ii) will apply to the Company only if no other corporation is a majority shareholder of the Company.
Appears in 3 contracts
Samples: Employment Agreement (Electronic Servitor Publication Network, Inc.), Employment Agreement (Electronic Servitor Publication Network Inc.), Employment Agreement (Electronic Servitor Publication Network Inc.)
Change in Effective Control. A change in effective control of the Company occurs on the date that either: :
(A) any Any one person, or more than one person acting as a group, acquires (or has acquired during the twelve (12) -month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company possessing thirty percent (30%) % or more of the total voting power of the stock of the Company; or or
(B) a A majority of the members of the Company’s Board of Directors of the Company (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 Company’s Board prior to board of directors before the date of the appointment or election; provided, that this paragraph (2B) will apply only to the Company only if no other corporation is a majority shareholder of the Companyshareholder.
Appears in 2 contracts
Samples: Employment Agreement (Petroleum Development Corp), Employment Agreement (Petroleum Development Corp)
Change in Effective Control. A change Change in effective control Control of the Company a company occurs on the date that either: :
(A) any one person, or more than one person acting as a group, acquires (or has acquired during the twelve (12) -month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company interests possessing thirty percent (30%) 35% or more of the total voting power of the stock such ownership interests of the Companycompany; or or
(B) a majority of the members of the Company’s Board board of directors of the company 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 Company’s Board board of directors prior to the date of the appointment or election; provided, that this paragraph subparagraph (2b)(2)(B) will shall apply only to the Company only if a company for which no other corporation company is a majority shareholder of the Company.owner;
Appears in 2 contracts
Samples: Supplemental Retirement Agreement (NBT Bancorp Inc), Supplemental Retirement Agreement (Alliance Financial Corp /Ny/)
Change in Effective Control. A change in effective control of the Company Corporation occurs on the date that either: (A) any one person, or more than one person acting as a group, acquires (or has acquired during the twelve (12) month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company Corporation possessing thirty percent (30%) or more of the total voting power of the stock of the CompanyCorporation; or (B) a majority of the members of the CompanyCorporation’s 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 CompanyCorporation’s Board prior to the date of the appointment or election; provided, that this paragraph (2) will apply to the Company Corporation only if no other corporation is a majority shareholder of the CompanyCorporation.
Appears in 2 contracts
Samples: Employment Agreement (Diego Pellicer Worldwide, Inc), Employment Agreement (Diego Pellicer Worldwide, Inc)
Change in Effective Control. A change in effective control of the Company occurs on the date that either: :
(A) any Any one person, or more than one person acting as a group, acquires (or has acquired during the twelve (12) l2-month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company possessing thirty percent (30%) % or more of the total voting power of the stock of the Company; or or
(B) a A majority of the members of the Company’s Board of Directors of the Company (the “Board”) is replaced during any twelve (12) l2-month period by directors whose appointment or election is not endorsed by a majority of the members of the Company’s Board board of directors prior to the date of the appointment or election; provided, that this paragraph (2B) will apply only to the Company only if no other corporation is a majority shareholder of the Companyshareholder.
Appears in 2 contracts
Samples: Employment Agreement (Petroleum Development Corp), Employment Agreement (Petroleum Development Corp)
Change in Effective Control. A change in effective control of the Company occurs on the date that either: (A) any :
a. Any one person, or more than one person acting as a group, acquires (or has acquired during the twelve (12) -month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company possessing thirty percent (30%) 35% or more of the total voting power of the stock of the Company; or (B) a or
b. A majority of the members of the Company’s Board of Directors of the Company (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 Company’s Board board of directors prior to the date of the appointment or election; provided, that this paragraph (2b) will shall apply only to the Company only if no other corporation is a majority shareholder of the Companyshareholder.
Appears in 2 contracts
Samples: Employment Agreement (Petroleum Development Corp), Employment Agreement (Petroleum Development Corp)
Change in Effective Control. A change in effective control of the Company occurs on the date that either: :
(A) any Any one person, or more than one person acting as a group, acquires (or has acquired during the twelve (12) -month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company possessing thirty percent (30%) % or more of the total voting power of the stock of the Company; or or
(B) a A majority of the members of the Company’s Board of Directors of the Company (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 Company’s Board board of directors prior to the date of the appointment or election; provided, that this paragraph (2B) will apply only to the Company only if no other corporation is a majority shareholder of the Companyshareholder.
Appears in 2 contracts
Samples: Employment Agreement (Petroleum Development Corp), Employment Agreement (Petroleum Development Corp)
Change in Effective Control. A change in effective control of the Company occurs on the date that either: :
(A) any Any one person, or more than one person acting as a group, acquires (or has acquired during the twelve (12) -month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company possessing thirty percent (30%) or more of the total voting power of the stock of the Company; or or
(B) a A majority of the members of the Company’s Board of Directors of the Company (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 Company’s Board prior to the date of the appointment or election; provided, that this paragraph (2B) will apply only to the Company only if no other corporation is a majority shareholder of the Companyshareholder.
Appears in 1 contract
Change in Effective Control. A change in effective control of the Company occurs on the date that either: (A) any one person, or more than one person acting as a group, acquires (or has acquired during the twelve (12) month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company possessing thirty forty percent (3040%) 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 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 Company’s Board prior to the date of the appointment or election; provided, however, that this paragraph (2ii) will apply to the Company only if no other corporation is a majority shareholder stockholder of the Company.
Appears in 1 contract
Change in Effective Control. A change in effective control of the Company occurs on the date that either: (A) any :
a. Any one person, or more than one person acting as a group, acquires (or has acquired during the twelve (12) l2-month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company possessing thirty percent (30%) 35% or more of the total voting power of the stock of the Company; or (B) a or
b. A majority of the members of the Company’s Board of Directors of the Company (the “Board”) is replaced during any twelve (12) l2-month period by directors whose appointment or election is not endorsed by a majority of the members of the Company’s Board board of directors prior to the date of the appointment or election; provided, that this paragraph (2b) will shall apply only to the Company only if no other corporation is a majority shareholder of the Companyshareholder.
Appears in 1 contract
Change in Effective Control. A change in effective control of the Company occurs on the date that either: :
(A1) any Any one person, or more than one person acting as a group, acquires (or has acquired during the twelve eighteen (1218) month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company possessing thirty percent (30%) or more of the total voting power of the stock of the Company; or ;
(B2) a A majority of the members of the Company’s Board of Directors is replaced during any twelve twenty-four (1224) month period by directors whose appointment or election is not endorsed by a majority of the members of the Company’s Board prior to the date of the appointment or election; provided, that this paragraph (2) will apply to the Company only if no other corporation is a majority shareholder of the Companyshareholder.
Appears in 1 contract
Change in Effective Control. A change in effective control of the Company occurs on the date that either: (A) any one person, or more than one person acting as a group, acquires (or has acquired during the twelve (12) month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company possessing thirty forty percent (3040%) 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 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 Company’s Board prior to the date of the appointment or election; provided, that this paragraph (2) will apply to the Company only if no other corporation is a majority shareholder of the Company.
Appears in 1 contract
Change in Effective Control. A change in effective control of the Company occurs only on either of the following dates:
(1) The date that either: (A) any one person, or more than one person acting as a group, acquires (or has acquired during the twelve (12) month period ending on in the date of the most recent acquisition by such person or persons) ownership of stock of the Company possessing thirty percent (30%) 50% or more of the total voting power of the stock of the Company; or or
(B2) The date a majority of the members of the Company’s 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 Company’s Board prior to board of directors before the date of the appointment or election; provided, provided that this paragraph (2b) will shall apply only to the Company only if company for which no other corporation is a majority shareholder of the Companyshareholder.
Appears in 1 contract
Samples: 2016 Omnibus Incentive Plan (Energy Hunter Resources, Inc.)