Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting or financial interests in such Entity.
Appears in 7 contracts
Samples: Merger Agreement (Opnext Inc), Merger Agreement (Oclaro, Inc.), Merger Agreement (LEO Pharma a/S)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board Board of directors Directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 6 contracts
Samples: Merger Agreement (Auspex Pharmaceuticals, Inc.), Merger Agreement (Volcano Corp), Agreement and Plan of Merger (Ambit Biosciences Corp)
Subsidiary. An Entity entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting voting, beneficial or financial interests in such Entity.
Appears in 6 contracts
Samples: Merger Agreement (Yelp Inc), Merger Agreement (inContact, Inc.), Merger Agreement (Sorrento Therapeutics, Inc.)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board Board of directors Directors or other governing body; body or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 5 contracts
Samples: Merger Agreement (RayzeBio, Inc.), Agreement and Plan of Merger (Turning Point Therapeutics, Inc.), Merger Agreement (Synthorx, Inc.)
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least leased a majority of the members of such Entity’s 's board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in or such Entity.
Appears in 5 contracts
Samples: Merger Agreement (Ribogene Inc / Ca/), Stock Purchase Agreement (Molecular Devices Corp), Agreement and Plan of Reorganization (Questcor Pharmaceuticals Inc)
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in or such Entity.
Appears in 4 contracts
Samples: Agreement and Plan of Merger and Reorganization (Quantum Corp /De/), Agreement and Plan of Merger and Reorganization (Axys Pharmecueticals Inc), Agreement and Plan of Merger and Reorganization (Snap Appliances Inc)
Subsidiary. An Entity entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in or such Entity.
Appears in 3 contracts
Samples: Merger Agreement (Borland Software Corp), Merger Agreement (Borland Software Corp), Merger Agreement (Starbase Corp)
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting voting, beneficial or financial interests in such Entity.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Local Matters Inc.), Stock Purchase Agreement (Local Matters Inc.), Stock Purchase Agreement (Local Matters Inc.)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting or financial interests in such Entity.
Appears in 3 contracts
Samples: Merger Agreement (Vaughan Foods, Inc.), Merger Agreement (Applied Materials Inc /De), Merger Agreement (Ebay Inc)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other comparable governing body; or (b) at least 50% of the outstanding equity, voting or financial equity interests in issued by such Entity.
Appears in 2 contracts
Samples: Merger Agreement (Beckman Coulter Inc), Merger Agreement (Biosite Inc)
Subsidiary. An Entity entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: (a) , an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least leased a majority of the members of such Entity’s board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 2 contracts
Samples: Merger Agreement (Catalyst Semiconductor Inc), Merger Agreement (On Semiconductor Corp)
Subsidiary. An Entity entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting voting, beneficial or financial interests in such Entity.
Appears in 2 contracts
Samples: Merger Agreement (Rae Systems Inc), Merger Agreement (Rae Systems Inc)
Subsidiary. An Entity shall be is deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board Board of directors Directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 2 contracts
Samples: Merger Agreement (J2 Global, Inc.), Merger Agreement (Sequenom Inc)
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting equity or financial interests in or such Entity.
Appears in 2 contracts
Samples: Merger Agreement (Siebel Systems Inc), Merger Agreement (Siebel Systems Inc)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting voting, beneficial or financial interests in such Entity.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Raptor Pharmaceutical Corp), Asset Purchase Agreement (Raptor Pharmaceutical Corp)
Subsidiary. An Entity entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity entity that is sufficient to enable such Person to elect at least a majority of the members of such Entityentity’s board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting voting, beneficial or financial interests in such Entity.
Appears in 2 contracts
Samples: Merger Agreement (InterWest Partners IX, LP), Agreement and Plan of Merger and Reorganization (Cancervax Corp)
Subsidiary. An Any Entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns (a) has the power to direct the management or purports to ownpolicies of such Entity or (b) owns, beneficially or of record: , (ai) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (bii) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 2 contracts
Samples: Merger Agreement (Titan Corp), Merger Agreement (Microtune Inc)
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting voting, beneficial or financial interests in such Entity; provided, that, the Company shall not be deemed a Subsidiary of the Purchaser for purposes of this Agreement.
Appears in 2 contracts
Samples: Rescission Agreement, Rescission Agreement (Local Matters Inc.)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board Board of directors Directors or other governing body; body or (b) at least greater than 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 2 contracts
Samples: Merger Agreement (Mallinckrodt PLC), Merger Agreement (Sucampo Pharmaceuticals, Inc.)
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 2 contracts
Samples: Merger Agreement (Exelixis Inc), Merger Agreement (Genomica Corp /De/)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: (ai) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; or (bii) at least 50% of the outstanding equity, voting or financial interests in such Entity.
Appears in 2 contracts
Samples: Merger Agreement (Altera Corp), Merger Agreement (Intel Corp)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Samples: Merger Agreement (Pfizer Inc)
Subsidiary. An Any Entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Samples: Merger Agreement (Mitokor)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other comparable governing body; , or (b) at least 50% of the outstanding equity, voting or financial equity interests in issued by such Entity.
Appears in 1 contract
Samples: Merger Agreement (Pegasystems Inc)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Samples: Merger Agreement (Alcon Inc)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Subsidiary. An Entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Subsidiary. An Any Entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns (a) has the power to direct the management or purports to ownpolicies of such Entity or (b) owns, beneficially or of record: , (ai) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (bii) at least fifty percent (50% %) of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Samples: Merger Agreement (Titan Corp)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other comparable governing body; or (b) at least 50% of the outstanding equity, voting or financial equity interests in issued by such Entity; or (c) any Entity for which the Company exercises operational control.
Appears in 1 contract
Samples: Merger Agreement (Gateway Inc)
Subsidiary. An Entity shall be is deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Subsidiary. An Entity entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Samples: Stock Purchase Agreement (Silicon Graphics International Corp)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board Board of directors Directors or other governing body; body or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity. For the avoidance of doubt, Cartesian is not a Subsidiary of the Company or any of the Company’s Subsidiaries.
Appears in 1 contract
Samples: Merger Agreement (Genoptix Inc)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; body or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Samples: Merger Agreement (Senomyx Inc)
Subsidiary. An Entity shall entity will be deemed to be a “Subsidiary” of another Person entity if such Person entity directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity entity that is sufficient to enable such Person to elect at least a majority of the members of such Entityentity’s board of managers, board of directors or other comparable governing body; body or (b) at least more than 50% of the outstanding equity, voting or financial equity interests in issued by such Entityentity.
Appears in 1 contract
Samples: LLC Interest Purchase Agreement
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting or financial equity interests in of such Entity.
Appears in 1 contract
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting or financial interests in such Entity.
Appears in 1 contract
Samples: Merger Agreement (Silicon Graphics International Corp)
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (aA) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least leased a majority of the members of such Entity’s 's board of directors or other governing body; body or (bB) at least 50% of the outstanding equity, voting equity or financial interests in or such Entity.
Appears in 1 contract
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (ai) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (bii) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
