Common use of Change of Ownership or Control Clause in Contracts

Change of Ownership or Control. (a) No Person or group (as defined in Section 13(d)(3) of the Securities Exchange Act of 1934), other than existing management of Borrower as of the Closing Date, shall become the beneficial owner of more than 50% of the total voting power of the capital stock of the Borrower then outstanding. (b) A majority of the members of the Board of Directors of the Borrower shall not cease to be Continuing Directors. For purposes of this Section, the term “Continuing Directors” of a Person means any member of such Person’s Board of Directors who: (x) was a member of such Person’s Board of Directors on the Closing Date; or (y) was nominated for election or elected with the approval of a majority of the Continuing Directors who were then members of such Person’s Board of Directors (but excluding any such individual whose initial assumption of office occurs as a result of either an actual or threatened election contest or other actual or threatened solicitation of proxies or consents by or on behalf of a Person other than the Continuing Directors).

Appears in 3 contracts

Samples: Loan Agreement (GMX Resources Inc), Loan Agreement (GMX Resources Inc), Loan Agreement (GMX Resources Inc)

AutoNDA by SimpleDocs

Change of Ownership or Control. (a) No Person or group (as defined in Section 13(d)(3) of the Securities Exchange Act of 1934), other than existing management of Borrower as of the Closing Date, shall become the beneficial owner of more than 5033% of the total voting power of the capital stock of the Borrower then outstanding. (b) A majority of the members of the Board of Directors of the Borrower shall not cease to be Continuing Directors. For purposes of this Section, the term "Continuing Directors" of a Person means any member of such Person’s 's Board of Directors who: (x) was a member of such Person’s 's Board of Directors on the Closing Date; or (y) was nominated for election or elected with the approval of a majority of the Continuing Directors who were then members of such Person’s 's Board of Directors (but excluding any such individual whose initial assumption of office occurs as a result of either an actual or threatened election contest or other actual or threatened solicitation of proxies or consents by or on behalf of a Person other than the Continuing Directors).

Appears in 2 contracts

Samples: Loan Agreement (GMX Resources Inc), Loan Agreement (GMX Resources Inc)

Change of Ownership or Control. (a) No Person or group (as defined in Section 13(d)(3) of the Securities Exchange Act of 1934), other than existing management of Borrower as of the Closing Date, shall become the beneficial owner of more than 5033% of the total voting power of the capital stock of the Borrower then outstanding. (b) A majority of the members of the Board of Directors of the Borrower shall not cease to be Continuing Directors. For purposes of this Section, the term “Continuing Directors” of a Person means any member of such Person’s Board of Directors who: (x) was a member of such Person’s Board of Directors on the Closing Date; or (y) was nominated for election or elected with the approval of a majority of the Continuing Directors who were then members of such Person’s Board of Directors (but excluding any such individual whose initial assumption of office occurs as a result of either an actual or threatened election contest or other actual or threatened solicitation of proxies or consents by or on behalf of a Person other than the Continuing Directors).

Appears in 1 contract

Samples: Loan Agreement (GMX Resources Inc)

AutoNDA by SimpleDocs

Change of Ownership or Control. (a) No Person or group (as defined in Section 13(d)(3) of the Securities Exchange Act of 1934), other than existing management and owners of capital stock of Borrower as of the Closing Date, shall become the beneficial owner of more than 5033% of the total voting power of the capital stock of the Borrower then outstanding. (b) A majority of the members of the Board of Directors of the Borrower shall not cease to be Continuing Directors. For purposes of this Section, the term "Continuing Directors" of a Person means any member of such Person’s 's Board of Directors who: (x) was a member of such Person’s 's Board of Directors on the Closing Date; or (y) was nominated for election or elected with the approval of a majority of the Continuing Directors who were then members of such Person’s 's Board of Directors (but excluding any such individual whose initial assumption of office occurs as a result of either an actual or threatened election contest or other actual or threatened solicitation of proxies or consents by or on behalf of a Person other than the Continuing Directors).

Appears in 1 contract

Samples: Loan Agreement (Exploration Co of Delaware Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!