Change of Ownership or Control definition

Change of Ownership or Control means a change in the ownership or effective control of the Company, or in the ownership of a substantial portion of the assets of the Company, which shall be if (i) a person acquires more than 50% of the Company’s stock; (ii) a person acquires during a 12-month period at least 30% of the Company’s stock; (iii) a majority of the members of the Board of Directors are replaced during a 12-month period; or (iv) a person acquires during a 12-month period at least 40% of the gross fair market value of the Company’s assets.

Change of Ownership or Control means the event described in Section 7.1.

Change of Ownership or Control means an event or series of events by which (i) any Person or Persons acting in concert, who as of the date hereof does not have the power to elect a majority of the Board of Directors of Company, acquires the power to vote sufficient number of shares of voting stock of Company to enable such Person to elect a majority of the Board of Directors of Company; or (ii) with respect to each Subsidiary, Company shall own, directly or indirectly, less than 51% of the issued and outstanding capital stock of such Subsidiary unless such change in ownership is the result of a Permitted Merger.

Examples of Change of Ownership or Control in a sentence

• The following terms and conditions shall govern the rights and obligations of a Part A Participant or Part B Participant and the Company (including any surviving corporation in event of a Change of Ownership or Control), respectively, with respect to the amendment or termination of the Plan.

• For purposes of paragraphs A and B of this Section 8.2, the term “Plan” shall also mean and include any substituted plan that may be established in event of a Change of Ownership or Control as described in Section 8.1, above, and the terms “Excess Retirement Benefit” and “Supplemental Retirement Benefit” shall also mean and include any benefit provided for under such a substituted plan.

• The Series D Preferred Shares shall not be redeemable by the Corporation prior to March 21, 2014, except following a Change of Ownership or Control as provided below in paragraph (b) of this Section 5.

• The Series A Preferred Shares shall not be redeemable by the Corporation prior to September 30, 2013, except following a Change of Ownership or Control as provided below in paragraphs (b) and (c) of this Section 5.

• The Series A Preferred Shares shall not be redeemable by the Corporation prior to June 23, 2014, except following a Change of Ownership or Control as provided in paragraph (b) of this Section 5.

More Definitions of Change of Ownership or Control

Change of Ownership or Control means the following: all or substantially all of the assets of the COMPANY are directly or through transfer of equity interests transferred or otherwise disposed of in one or a series of related transactions after which (1) the COMPANY ceases to own directly or indirectly substantially all equity interests in Four Queens Hotel and Casino; or (2) Elsinore ceases to own directly or indirectly at least fifty-one percent (51%) of all outstanding shares of COMPANY. For purposes of the Executive Agreement, the parties understand and agree that any transfer of ownership between or among funds managed by Morgens, Waterfall, Vintiadis & the COMPANY, Inc. shall not constitute a "Change of Ownership or Control."

Change of Ownership or Control means to the extent provided by Treasury Regulations issued under Code Section 409A, a change in the ownership or effective control of the Corporation, or in the ownership of a substantial portion of the assets of the Corporation, which shall be if (i) a Person acquires more than 50% of the Corporation’s stock; (ii) a Person acquires during a 12-month period at least 30% (or a higher percentage specified under the Plan) of the Corporation’s stock; (iii) a majority of the members of the Board of Directors of the Corporation are replaced during a 12-month period; or (iv) a Person acquires during a 12-month period at least 40% of the gross fair market value of the Corporation’s assets.

Change of Ownership or Control the occurrence of any of the following events: Appendix A - 1

Change of Ownership or Control shall have the meaning set forth in the Certificate of Designations.

Change of Ownership or Control means to the extent provided by Treasury Regulations issued under Code Section 409A, a change in the ownership or effective control of the Company, or in the ownership of a substantial portion of the assets of the Company, which shall be if (i) a person acquires more than 50% of the Company’s stock;

Change of Ownership or Control means the occurrence of any one or more of the following events:

Change of Ownership or Control shall be deemed to have occurred on the date (i) that a “person,” “group” or “entity” (within the meaning of Sections 13(d) and 14(d) of the Exchange Act) becomes the ultimate “beneficial owner” (as defined in Rules 13d-3 and 13d-5 under the Exchange Act, except that a person or group shall be deemed to have beneficial ownership of all shares of Voting Stock that such person or group has the right to acquire regardless of when such right is first exercisable), directly or indirectly, of Voting Stock representing more than fifty percent (50%) of the total voting power of the total Voting Stock of the Corporation; (ii) that the Corporation sells, transfers or otherwise disposes of all or substantially all of its assets; or (iii) of the consummation of a merger or share exchange of the Corporation with another entity where the Corporation’s stockholders immediately prior to the merger or share exchange would not beneficially own, immediately after the merger or share exchange, securities representing fifty percent (50%) or more of the outstanding Voting Stock of the entity issuing cash or securities in the merger or share exchange (without consideration of the rights of any class of stock to elect directors by a separate group vote), or where members of the Board of Directors immediately prior to the merger or share exchange would not, immediately after the merger or share exchange, constitute a majority of the board of directors of the entity issuing cash or securities in the merger or share exchange.