Benefits of This Rights Agreement definition

Benefits of This Rights Agreement. Determinations and Actions by the Board of Directors. etc. A. Nothing in this Rights Agreement shall be construed to give to any person or corporation other than the Company, the Rights Agent and the registered holders of the Right Certificates (and, prior to the Distribution Date, the Common Shares) any legal or equitable right, remedy or claim under this Rights Agreement; but this Rights Agreement shall be the sole and exclusive benefit of the Company, the Rights Agent and the registered holders of the Right Certificates (and, prior to the Distribution Date, the Common Shares). B. Any action which this Rights Agreement specifies is to be taken by the Disinterested Directors shall be a sufficient act of the Company if approved by the requisite number of the Disinterested Directors specified in this Rights Agreement without any further act of the Board of Directors of the Company. Any action which this Rights Agreement does not specify is to be taken by the Disinterested Directors and which otherwise would require approval of the Board of Directors of the Company, shall be a sufficient act of the Company if approved by a majority of the directors of the Company present at a meeting of the Board of Directors of the Company at which a quorum is present and, if there are Disinterested Directors, by a majority of the Disinterested Directors.
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Examples of Benefits of This Rights Agreement in a sentence

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  • Benefits of This Rights Agreement; Determinations and Actions by the Board of Directors, etc.......................................................................................

Related to Benefits of This Rights Agreement

  • Company Rights Agreement shall have the meaning set forth in Section 4.3.

  • Severance Agreement means the Amended and Restated Key Executive Severance Agreement, dated as of the date hereof, between the parties, as it may be amended from time to time, that provides for certain benefits related to termination of the Executive’s employment that are unrelated to a Change of Control.

  • Investors’ Rights Agreement means the agreement among the Company and the Purchasers and certain other stockholders of the Company dated as of the date of the Initial Closing, in the form of Exhibit E attached to this Agreement.

  • Employment Agreement means any employment, severance, retention, termination, indemnification, change in control or similar agreement between the Company or any of its Subsidiaries, on the one hand, and any current or former employee of the Company or any of its Subsidiaries, on the other hand.

  • Rights Agreement means the Rights Agreement dated as of December 16, 1987 between ML & Co. and Manufacturers Hanover Trust Company, Rights Agent, as amended from time to time.

  • Stock Appreciation Rights Agreement means a written agreement between the Company and a Holder with respect to an Award of Stock Appreciation Rights.

  • Registration Rights Agreements means that certain Registration Rights Agreement dated as of the Closing Date by and between the Parent and Laurus and each other registration rights agreement by and between the Parent and Laurus, as each of the same may be amended, modified and supplemented from time to time.

  • Employment Agreements has the meaning set forth in Section 7.05.

  • Registration Rights Agreement means the Registration Rights Agreement, dated the date hereof, among the Company and the Purchasers, in the form of Exhibit B attached hereto.

  • Existing Registration Rights Agreement shall have the meaning given in the Recitals hereto.

  • Amended and Restated Registration Rights Agreement has the meaning set forth in the Recitals.

  • Investor Rights Agreement means the Investor Rights Agreement, dated as of the date of this Agreement, between the Company and each of the Purchasers, in the form of Exhibit A hereto.

  • Restrictive Covenant Agreement means any agreement, and any attachments or schedules thereto, entered into by and between the Participant and the Partnership or its Affiliates, pursuant to which the Participant has agreed, among other things, to certain restrictions relating to non-competition (if applicable), non-solicitation and/or confidentiality, in order to protect the business of the Partnership and its Affiliates.

  • Restrictive Covenant Agreements has the meaning set forth in the Recitals.

  • Registration Agreement means the Exchange and Registration Rights Agreement dated February 18, 2003 between the Company and the Initial Purchasers relating to the Securities and (b) any other similar Exchange and Registration Rights Agreement relating to Additional Securities.

  • Retention Agreements has the meaning set forth in Section 5.11(e).

  • Employee Benefits Agreement means the Employee Benefits Agreement by and between Parent and SpinCo, which agreement shall be entered into prior to or on the Distribution Date in the form attached hereto as Exhibit A.

  • Termination Agreement has the meaning set forth in the Recitals.

  • Sponsor Letter Agreement has the meaning set forth in the recitals to this Agreement.

  • Deferred Compensation Agreement means an agreement to participate and to defer compensation between a Participant and the Company in such form and consistent with terms of the Plan as the Company may prescribe from time to time.

  • Noncompetition Agreements as defined in Section 2.4(a)(iv).

  • Noncompetition Agreement shall have the meaning set forth in Section 5.9 of this Agreement.

  • Prior Employment Agreement has the meaning set forth in the recitals hereto.

  • Affiliation Agreement means any agreement between the Company or any of its Restricted Subsidiaries and a distributor pursuant to which such distributor agrees, among other things, to distribute and exhibit to its subscribers programming of the Company or such Restricted Subsidiary, as the case may be.

  • Separation Agreement has the meaning set forth in the recitals to this Agreement.

  • Preferred Stock Purchase Agreement means the Preferred Stock Purchase Agreement, dated September 7, 2008, between the Company and the United States Department of the Treasury.