Change of Control of Borrower. The individuals who, as of the date of this agreement, constitute the members of Borrower's board of directors (for purposes of this SECTION 11.8, the "INCUMBENT BOARD") do not constitute or cease for any reason to constitute at least 50% of:
(a) Borrower's board of directors; or
(b) The surviving corporation's board of directors in the event of any merger or consolidation (if permitted by SECTION 9.12) involving Borrower; or
(c) The controlling entity's board of directors, the comparable body if there is no board of directors, or voting control if there is no comparable body, in the event that the surviving corporation under CLAUSE (b) above is directly or indirectly controlled by that entity. For purposes of this SECTION 11.8, any individual who becomes a member of the board of directors or comparable body or who obtains a voting interest, as applicable under CLAUSES (a), (b), or (c) above, after the date of this agreement and whose appointment to the board, or nomination for election, was approved or ratified by a vote of the individuals comprising at least 50% of the incumbent board shall be deemed to be a member of the incumbent board.
Change of Control of Borrower. Any Change of Control shall occur.
Change of Control of Borrower. Permit the change of control of Borrower. "Change of control" as used in the preceding sentence means (a) the acquisition of more than fifty percent (50%) of the outstanding voting stock of Borrower by any Person or group of Persons acting in concert, or (b) the acquisition of more than twenty percent (20%) of the outstanding voting stock of Borrower by any Person or group of Persons acting in concert if at any time following such acquisition of twenty percent (20%) or more of Borrower's outstanding voting stock more than fifty percent (50%) of the Persons serving on the board of directors of Borrower are Persons proposed directly or indirectly by the Persons or group of Persons acting in concert who have acquired such twenty percent (20%) or more of Borrower's outstanding voting stock.
Change of Control of Borrower. No Change of Control shall occur with respect to Borrower. For the purposes of this Section 6.6, a “Change of Control” shall occur if:
Change of Control of Borrower. Permit a Change of Control.
Change of Control of Borrower. No Borrower shall permit the change of control of any Borrower. "Change of Control" as used in the preceding sentence means that point in time when the management or ownership of any Borrower changes.
Change of Control of Borrower. The individuals who, as of the date of this agreement, constitute the members of Borrower's board of directors (for purposes of this SECTION 11.9, the "INCUMBENT BOARD") do not constitute or cease for any reason to constitute at least 66 2/3% of:
(a) Borrower's board of directors; or
(b) The surviving corporation's board of directors in the event of any merger or consolidation (if permitted by SECTION 9.3(b)) involving Borrower; or
(c) The controlling entity's board of directors, the comparable body if there is no board of directors, or voting control if there is no comparable body, in the event that the surviving corporation under CLAUSE (b) above is directly or indirectly controlled by that entity. For purposes of this SECTION 11.9, any individual who becomes a member of the board of directors or comparable body or who obtains a voting interest, as applicable under CLAUSES (a), (b), or (c) above, after CREDIT AGREEMENT
Change of Control of Borrower. Borrower shall not, without the prior written consent of Lender, directly or indirectly permit the legal or beneficial ownership of Borrower to change from that reflected on the documents submitted to Lender to induce it to enter into the Loan Documents.
Change of Control of Borrower. Upon the occurrence of any of the following (each a "CHANGE OF CONTROL"): (i) the individuals who, as of the date of this agreement, constitute the members of Borrower's board of directors (for purposes of this SECTION 11.8(i), the "INCUMBENT BOARD") do not constitute or cease for any reason to constitute at least 75% of Borrower's board of directors; (ii) any "person" (other than Mr. Xxxxxx X. Xxxxxx) or "group" (as such terms are used in Sections 13(d) and 14(d) of the Securities and Exchange Act of 1934, as amended (the "EXCHANGE ACT")) is or becomes the "beneficial owner" (as defined in Rules 13d-3 and 13d-5 under the Exchange Act, except that a person shall be deemed to have "beneficial ownership" of all securities that such person has the contractual right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than 25% of the total voting power of the outstanding capital stock (having full voting power) of Borrower (for the purpose of this CLAUSE (ii), such person shall be deemed to beneficially own any such capital stock (having full voting power) of a specified corporation held by a parent corporation, if such person is the beneficial owner (as defined in this CLAUSE (ii)), directly or indirectly, of more than 25% of the total voting power of the capital stock (having full voting power) of such parent corporation); (iii) the sale, transfer, sale-leaseback or other disposition, in one or a series of related transactions, of all or substantially all of the property of Borrower, or of Borrower and its Subsidiaries taken, as a whole, to any Person other than a Company; (iv) the merger or consolidation of Borrower into another Person, where the other Person is the surviving and continuing entity; or (v) the adoption of a plan relating to the liquidation or dissolution of Borrower or of Borrower and its Subsidiaries taken as a whole. For purposes of CLAUSE (i) of this SECTION 11.8, any individual who becomes a member of the board of directors or who obtains a voting interest after the date of this agreement and whose election, or nomination for election, was approved by a vote of the individuals comprising at least 75% of the incumbent board (other than an election or nomination of an individual whose initial assumption of office is in connection with an actual or threatened election contest, as those terms are used in Rule 14a-11 of Regulation 14A under the Exchange Act) shall be dee...
Change of Control of Borrower. (a) the sale, lease, transfer, conveyance or other disposition (other than by way of merger or consolidation), in one or a series of related transactions, of all or substantially all of the assets of the Borrower and its Subsidiaries taken as a whole to any Person;
(b) the adoption of a plan relating to the liquidation or dissolution of Borrower;
(c) the consummation of any transaction (including, without limitation, any merger or consolidation) the result of which is that any Person becomes the beneficial owner (as defined in RULE 13d-3 and 13d-5 of the SECURITIES EXCHANGE ACT OF 1934) directly or indirectly, of more than 50% of the voting stock of Borrower; and
(d) The individuals who, as of the date of this agreement, constitute the members of Borrower's board of directors (for purposes of this SECTION 11.8, the "INCUMBENT BOARD") do not constitute or cease for any reason to constitute at least 66 2/3% of:
(i) Borrower's board of directors; or
(ii) The surviving corporation's board of directors in the event of any merger or consolidation (if permitted by SECTION 9.
