Board Evaluation Period definition

Board Evaluation Period shall have the meaning set forth in Section 23(c) hereof.
Board Evaluation Period shall have the meaning set forth in Section 23(c) hereof. (l) “Book Entry” shall mean an uncertificated book entry for the Common Stock. (m) “Business Day” shall mean any day, other than a Saturday, a Sunday, or a day on which banking or trust institutions in New York City, New York are authorized or obligated by law or executive order to close; provided, that banks shall not be deemed to be authorized or obligated to be closed due to a “shelter in place,” “non-essential employee” or similar closure of physical branch locations at the direction of any governmental authority if such banks’ electronic funds transfer systems (including for wire transfers) are open for use by customers on such day. (n) “Close of Business” on any given date shall mean 5:00 P.M., New York City time, on such date; provided, however, that if such date is not a Business Day, it shall mean 5:00 P.M., New York City time, on the next succeeding Business Day. (o) “Closing Price” shall mean, in respect of any security for any day, the last sale price, regular way, reported at or prior to 4:00 P.M. New York City time or, in case no such sale takes place on such day, the average of the bid and asked prices, regular way, reported at or prior to 4:00 P.M. New York City time, in either case, as reported in the principal consolidated transaction reporting system with respect to securities listed or admitted to trading on NASDAQ or the NYSE or, if the security is not listed or admitted to trading on NASDAQ or the NYSE, as
Board Evaluation Period shall have the meaning set forth in Section 23(c)(i). (h) “Business Day” means any day other than a Saturday, a Sunday, or a day on which banking institutions in the State of New York are authorized or obligated by law or executive order to close. (i) “Close of Business,” on any given day, means 5:00 P.M., local time in New York, New York, on such day; provided, however, that, if such day is not a Business Day, it shall mean 5:00 P.M., local time in New York, New York, on the next succeeding Business Day. (j) “Common Stock” shall have the meaning set forth in the second Recital hereof. (k) “Company” shall have the meaning set forth in the first Recital hereof. (l) “Company Entity” means, as the context may require, each, any and all of the following: (i) the Company; (ii) any Subsidiary of the Company; (iii) any employee benefit plan of the Company or of any Subsidiary of the Company; or (iv) any entity holding shares of Common Stock for or pursuant to the terms of any such employee benefit plan. (m) “Definitive Acquisition Agreement” shall mean any definitive written agreement entered into by the Company that is conditioned on the approval by the holders of not less than a majority of the outstanding shares of Common Stock at a meeting of the stockholders of the Company with respect to (i) a merger, consolidation, recapitalization, reorganization, share exchange, business combination or similar transaction involving the Company or (ii) the acquisition in any manner, directly or indirectly, of more than 50% of the consolidated total assets (including, without limitation, equity securities of its subsidiaries) of the Company and its Subsidiaries. (n) “Distribution Time” means the Close of Business on the earlier of the following dates (including any such date that is after the Record Date and prior to the issuance of the Rights): (i) the tenth day after the first date of public announcement (which, for purposes of this definition, includes, without limitation, a report filed pursuant to Section 13 under the Exchange Act) by the Company or an Acquiring Person (or any Affiliate or Associate of an Acquiring Person) (A) that a Person has become an “Acquiring Person” for purposes of this Agreement or (B) of the facts relating to the Beneficial Ownership of any securities by any Person that caused any Person to become an “Acquiring Person” for purposes of this Agreement; and 4

Examples of Board Evaluation Period in a sentence

  • The holders of record of twenty percent (20%) or more of the outstanding Common Stock (excluding shares of Common Stock that are beneficially owned by the Person making the Qualifying Offer) may submit a written demand directing the Board to submit a resolution exempting the Qualifying Offer from the Rights Agreement to be voted upon at a special meeting to be convened within ninety (90) calendar days following the last day of the Board Evaluation Period (the “Special Meeting Period”).

  • The Large-scale Share Purchase may not be commenced or executed until the Board Evaluation Period has expired.

  • An interstate pipe- line that offers transportation service under subpart B or G of this part is granted a blanket certificate of public convenience and necessity pursuant to section 7 of the Natural Gas Act au- thorizing it to provide unbundled firm or interruptible sales in accordance with the provisions of this section.

  • In each case, within ninety (90) days of the commencement of the Qualifying Offer (the “Board Evaluation Period”), the holders of record of ten percent (10%) or more of the outstanding Common Stock may submit a written demand directing the Board to propose a resolution exempting the Qualifying Offer from the Rights Agreement to be voted upon at a special meeting to be convened within ninety (90) days following the last day of the Board Evaluation Period (the “Special Meeting Period”).

  • Unless otherwise specified in the New Plan, a Large-scale Share Purchase may not be commenced or executed until the Board Evaluation Period has expired.

  • The holders of record of ten percent (10%) or more of the outstanding Common Shares (excluding Common Shares that are Beneficially Owned by the Person making the Qualifying Offer) may submit a written demand directing the Board to submit a resolution exempting the Qualifying Offer from the Rights Agreement to be voted upon at a special meeting to be convened within ninety (90) Business Days following the last day of the Board Evaluation Period (the “Special Meeting Period”).

  • In each case, within ninety (90) days of the commencement of the Qualifying Offer (the “Board Evaluation Period”), the holders of record of twenty percent (20%) or more of the outstanding Common Stock may submit a written demand directing the Board to propose a resolution exempting the Qualifying Offer from the Rights Agreement to be voted upon at a special meeting to be convened within ninety (90) days following the last day of the Board Evaluation Period (the “Special Meeting Period”).

Related to Board Evaluation Period

  • Evaluation Period has the meaning ascribed to such term in Section 5.1.

  • Valuation Period shall have the meaning specified in Section 14.04(c).

  • Index Determination Date means, in relation to any Index, a date on which such Indexfalls to be determined in accordance with the Conditions;

  • Determination Period means the period from and including a Determination Date in any year to but excluding the next Determination Date; and

  • MCE Valuation Period means, subject to any extension (as described in further detail in the Conditions), the period commencing from and including the moment upon which the Mandatory Call Event occurs and up to the end of the following trading session on the Index Exchange; and

  • Performance Measurement Period has the meaning set forth in Section 3.1(e)(ii).

  • Annual Valuation Date means the Valuation Date each calendar year so designated by the Trust, commencing in the calendar year 2003.

  • Annual Accounting Period or “Financial Year” means the period commence on 1st July and shall end on 30th June of the succeeding calendar year.

  • Planning Period Balance means the entire period of time remaining in the Planning Period following the month that a monthly auction is conducted.

  • Planning Period Quarter means any of the following three month periods in the Planning Period: June, July and August; September, October and November; December, January and February; or March, April and May.

  • Baseline Period means the period used to determine the baseline emission rate for each regulated pollutant under OAR 340 division 222.

  • Claim Determination Period means a calendar year. However, it does not include any part of a year during which a person has no coverage under This Plan, or any part of a year before the date this COB provision or a similar provision takes effect.

  • Measurement Period shall have the meaning specified in Section 14.01(b)(i).

  • Implementation Period means the period from the date of signing of the Agreement and up to the issuance of Final Acceptance Certificate for the project.