Existing Rights Plan definition

Existing Rights Plan means the Rights Agreement dated as of February 22, 2000, between the Company and Mellon Investor Services, LLC (formerly ChaseMellon Shareholder Services, L.L.C.), as rights agent, as amended by an amendment dated as of November 15, 2004, among the Company, Mellon Investor Services, LLC and the Bank of New York, as amended from time to time.
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Existing Rights Plan shall have the meaning set forth in the clause A of the recitals in this Agreement.
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Existing Rights Plan means the Rights Agreement, dated as of October 14, 2004, between the Company and U.S. Stock Transfer Corp., as amended by the First Amendment to Rights Agreement, dated as of January 24, 2005, between the Company and U.S. Stock Transfer Corp., as the same may be amended from time to time.
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Examples of Existing Rights Plan in a sentence

  • Any distribution of rights or warrants pursuant to such Existing Rights Plan or new rights plan complying with the requirements set forth in the immediately preceding sentence of this paragraph shall not constitute a distribution of rights or warrants pursuant to this Section 7.6(c).

  • Management of the Company has reviewed the terms of the Existing Rights Plan for conformity with current Canadian securities laws, as well as practices of public corporations in Canada.

  • This Renewed Rights Agreement shall become effective as of the close of business on the Existing Rights Plan Expiration Date.

  • Pursuant to its terms, the Existing Rights Plan will expire upon the termination of the Meeting unless the Shareholder Rights Plan is ratified by Shareholders in accordance with its provisions.

  • On April 15, 2022, the Board confirmed and approved the Shareholder Rights Plan and approved the non-substantive, minor amendments to the Shareholder Rights Plan in order to update the Existing Rights Plan for extension of the term.

  • Other than the amendments as described above, the Rights Plan is substantially similar to the Existing Rights Plan.

  • Rights (the "New Rights") will be issued under the Preferred Stock Plan before the Existing Rights are redeemed and the Existing Rights Plan is terminated.

  • The Rights Plan was approved, ratified and confirmed by the Company's shareholders at its annual meeting of shareholders held on May 10, 2016.The Board of Directors reviewed the terms of the Existing Rights Plan for conformity with current Canadian securities laws, as well as the evolving practices of public corporations in Canada, with respect to shareholder rights plan design and has made some minor amendments thereto as a result.

  • Upon the redemption of the Existing Rights, the Existing Rights Plan will be terminated.

  • Unitholders will be asked to consider and, if deemed advisable, pass a resolution at the Meeting reconfirming and approving an amended and restated Unitholders rights plan agreement reflecting changes made by the Trustees to the Existing Rights Plan on March 27, 2001 (the Existing Rights, as amended and restated, being herein called the "Rights Plan") and all rights issued pursuant to the Rights Plan until the next annual general meeting of Unitholders of the REIT.


More Definitions of Existing Rights Plan

Existing Rights Plan means the Rights Agreement, dated as of March 5, 1999, between the Company and The Bank of New York, as the same may be amended from time to time.
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Existing Rights Plan shall have the meaning set forth in the first "WHEREAS" clause hereof.
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Existing Rights Plan shall have the meaning set forth in the first "WHEREAS" clause hereof. (s) "Expiration Date" shall have the meaning set forth in Section 7(a) hereof. (t) "Final Expiration Date" shall mean the Close of Business on July 22, 2008. (u) "Original Rights" shall mean Rights acquired by a Person or such Person's Affiliates or Associates prior to the Distribution Date or issued pursuant to Section 3(a) or Section 22 hereof. (v) "Outside Directors" shall mean the members of the Board who are not officers of the Company or any of its Subsidiaries and who are not Acquiring Persons or representatives, nominees, Affiliates or Associates of any Acquiring Person. (w) "Person" shall mean any individual, firm, corporation, partnership, trust or other entity and includes without limitation an unincorporated group of persons who, by formal or informal agreement or arrangement (whether or not in writing), have embarked on a common purpose or act. (x) "Principal Party" shall have the meaning set forth in Section 13(b) hereof. (y) "Purchase Price" shall have the meaning set forth in Section 4(a) hereof. (z) "Record Date" shall have the meaning set forth in the fourth "
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Existing Rights Plan has the meaning set forth in the third “WHEREAS” clause hereof.
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Existing Rights Plan means that certain Rights Agreement, dated as of September 10, 1998, between the Company and StockTrans, Inc., as Rights Agent, as amended and supplemented from time to time.
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Related to Existing Rights Plan

  • Rights Plan means a plan of the Company providing for the issuance by the Company to all holders of its Common Stock of rights entitling the holders thereof to subscribe for or purchase shares of Common Stock or any class or series of preferred stock, which rights (i) are deemed to be transferred with such shares of Common Stock, (ii) are not exercisable and (iii) are also issued in respect of future issuances of Common Stock, in each case until the occurrence of a specified event or events.

  • Shareholder Rights Plan means the amended and restated shareholder rights plan agreement dated as of November 10, 2015 between Parent and American Stock Transfer and Trust Company, LLC, as rights agent, as amended and restated as of April 18, 2016, as further amended, restated, succeeded or replaced from time to time, and any similar plan adopted from time to time;

  • Existing Shares means shares of the Company Common Stock Beneficially Owned by Stockholder as of the date hereof.

  • Approved Stock Plan means any employee benefit plan which has been approved by the Board of Directors of the Company, pursuant to which the Company's securities may be issued to any employee, officer or director for services provided to the Company.

  • Parent Option means any option to purchase Parent Common Stock which was granted pursuant to a Parent Option Plan.

  • Approved Share Plan means any employee benefit plan which has been approved by the board of directors of the Company prior to or subsequent to the date hereof pursuant to which Ordinary Shares and standard options to purchase Ordinary Shares may be issued to any employee, officer, director or advisers for services provided to the Company in their capacity as such.

  • Existing Agreement has the meaning set forth in the recitals.

  • Existing LLC Agreement is defined in the recitals to this Agreement.

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

  • Existing Warrants means any warrants to purchase Common Stock outstanding on the date of this Agreement.

  • Existing Preferred Stock means, collectively, the outstanding shares of the Series E 6% Convertible Preferred Stock of the Corporation.

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

  • Existing Plan means the Amended and Restated Novatel Wireless, Inc. 2000 Stock Incentive Plan.

  • Original LLC Agreement has the meaning set forth in the Recitals.

  • Permitted Lock-Up Agreement means an agreement (the “Lock-up Agreement”) between a Person and one or more holders of Voting Shares (each holder referred to herein as a “Locked-up Person”), the terms of which are publicly disclosed and a copy of which is made available to the public, including the Corporation, pursuant to which such holders agree to deposit or tender Voting Shares to a Take-over Bid (the “Lock-up Bid”) made by the Person or any of such Person’s Affiliates or Associates or any other Person referred to in clause (iii) of the definition of Beneficial Owner, whether such Lock-up Bid is made before or after the Lock-up Agreement is signed, provided that: (i) the Lock-up Agreement permits the Locked-up Person to terminate its agreement to deposit or tender to or to not withdraw Voting Shares from the Lock-up Bid in the event a “Superior Offer” is made to the Locked-up Person. For purposes of this subsection, a “Superior Offer” is any Take-over Bid, amalgamation, arrangement or similar transaction pursuant to which the cash equivalent value of the consideration per share to be received by holders of the Voting Shares under such transaction (the “Superior Offer Consideration”) is greater than the cash equivalent value per share to be received by holders of Voting Shares under the Lock-up Bid (the “Lock-up Bid Consideration”). Notwithstanding the foregoing, the Lock-up Agreement may require that the Superior Offer Consideration must exceed the Lock-up Bid Consideration by a specified percentage before such termination rights take effect, provided such specified percentage is not greater than 7%. For greater clarity, the Lock-up Agreement may contain a right of first refusal or require a period of delay to give the Person who made the Lock-up Bid an opportunity to match a higher price in another Take-over Bid or transaction or similar limitation on the Locked-up Person’s right to withdraw Voting Shares from the agreement, so long as the limitation does not preclude the exercise by the Locked-up Person of the right to withdraw Voting Shares during the period of the other Take-over Bid or transaction; and (ii) no “break-up” fees, “top-up” fees, penalties, expenses, or other amounts that exceed, in the aggregate, the greater of:

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

  • Lock-Up Agreement means the Lock-Up Agreement, dated as of the date hereof, by and among the Company and the directors and officers of the Company, in the form of Exhibit B attached hereto.

  • Existing unit means a unit (including a unit subject to Section 111 of the Act) that commenced commercial operation before November 15, 1990, and that on or after November 15, 1990, served a generator with a nameplate capacity of greater than 25 MWe. Existing unit does not include simple combustion turbines or any unit that on or after November 15, 1990, served only generators with a nameplate capacity of 25 MWe or less. Any existing unit that is modified, reconstructed, or repowered after November 15, 1990, shall continue to be an existing unit.

  • Additional Ordinary Shares means Ordinary Shares issued by the Guarantor following the issuance of the Subscribed Ordinary Shares;

  • OP Agreement means the agreement of limited partnership of ATA Holdings, as amended and in effect from time to time.

  • Parent Options means options or other rights to purchase shares of Parent Common Stock issued by Parent.

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

  • Company Option Plan means, collectively, each stock option plan, program or arrangement of the Company.

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

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

  • Parent Preferred Stock means the preferred stock, par value $0.01 per share, of Parent.