Approved Change in Control means a Change in Control which shall -------- ------ -- ------- have been approved, and/or recommended to the Company's shareholders, by a majority of the Continuing Directors.
Approved Change in Control means any Change in Control that the Board, by resolution adopted prior to the occurrence of any of the events constituting a Change in Control, specifically and expressly declares shall constitute an “Approved Change in Control” for purposes of this Agreement.
Approved Change in Control means a Change of Control that has occurred with the prior approval of a majority of the Continuing
Examples of Approved Change in Control in a sentence
The seventh way of terminating the agreements was delineated in Paragraph 7(g):(g) Approved Change in Control Termination.
A “Hostile Chang ein Control” shall mean any Change in Control other than an Approved Change in Control.
More Definitions of Approved Change in Control
Approved Change in Control of Bandwidth means a Change in Control of Bandwidth of a nature that would be required to be reported in response to Item 5.01 of the Current Report on Form 8-K, as if in effect on the Effective Date, pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") if the transaction causing such a change will have been approved by the affirmative vote of at least a majority of the Continuing Directors.
Approved Change in Control of Employer shall mean a change in control of Employer of a nature which would be required to be reported in response to Item 1(a) of the Current Report on Form 8-K, as in effect on the date hereof, pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") if the transaction causing such a change shall have been approved by the affirmative vote of at least a majority of the Continuing Directors. Without limitation, such an Approved Change in Control shall be deemed to have occurred at such time as: (i) any "person" (as such term is used in Section 13(d) and 14(d) of the Exchange Act) is or becomes the "beneficial owner" (as defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of fifteen percent (15%) or more of the combined voting power of Employer's Voting Securities; (ii) liquidation of all or substantially all of the assets of Employer, or any merger, consolidation, or reorganization to which Employer is a party and as the result of which Employer's stockholders prior to the transaction do not own at least fifty percent (50%) of the voting power of the surviving entity in the election of directors; or (iii) individuals who constitute the Continuing Directors cease for any reason to constitute at least a majority of Employer's Board of Directors.
Approved Change in Control means a Change in Control- which is approved in writing by the Board prior to the Change in Control Date.
Approved Change in Control means a Change in Control as defined in the RDA Holding Co. 2010 Equity Incentive Plan provided that such Change of Control is approved by the majority of the Current Board, and excluding clause (b) of such definition.
Approved Change in Control of Bandwidth means a Change in Control of Bandwidth of a nature that would be required to be reported in response to Item 5.01 of the Current Report on Form 8-K, as if in effect on the Effective Date, pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) if the transaction causing such a change will have been approved by the affirmative vote of at least a majority of the Continuing Directors.
Approved Change in Control means any Change in Control occurring by reason of or upon the occurrence of the transactions and events contemplated by the Merger Agreement. "Merger Agreement" means any agreement or plan of merger or consolidation between the Company and Chemical Banking Corporation that is approved by the Boards of Directors of the Company and Chemical Banking Corporation on or before September 30, 1995, as modified from time to time.
Approved Change in Control means a Change of Control that has occurred with the prior approval of a majority of the Continuing Directors and the term "CONTINUING DIRECTOR" shall mean any member of the Board of Directors of the Company who is not an Acquiring Person or a nominee or representative of an Acquiring Person or of any affiliate or associate of an Acquiring Person and any successor to a Continuing Director who was recommended for election or elected to succeed a Continuing Director by a majority of the Continuing Directors then on the Board of Directors of the Company.