Grandfathered Persons definition

Grandfathered Persons means: (i) ▇▇▇▇▇ ▇. Day; (ii) any spouse (including any former or future spouse) of any Person described in subparagraph (i) of this paragraph (m); (iii) any child or grandchild, whether by birth or adoption, whether now living or hereafter born, of any Person described in subparagraph (i) or (ii) of this paragraph (m); (iv) any spouse (including any former or future spouse) of any Person described in subparagraph (iii) of this paragraph (m); (v) any estate of, or the executor or administrator of any estate of, or any guardian or custodian for, any Person described in subparagraph (i), (ii), (iii) or (iv) of this paragraph (m) (so long as such executor, administrator, guardian or custodian is acting in his or her capacity as such); (vi) any legal advisor of any Person described in subparagraph (i), (ii), (iii), (iv), (v), (vii) or (viii) of this paragraph (m) who is given a revocable proxy by such Person with respect to voting securities of the Company of which such Person is the Beneficial Owner or who is or becomes an attorney-in-fact or agent of such Person; (vii) any organization (whether now existing or hereafter formed) described in Section 501(c)(3) of the Internal Revenue Code; (viii) any corporation, trust (including any voting trust), general partnership, limited partnership, organization or other entity (whether now existing or hereafter formed) of which substantially all of the outstanding beneficial, voting or equity interests are beneficially owned, directly or indirectly, either (A) by one or more of the Persons described in subparagraphs (i), (ii), (iii), (iv) and (v) of this paragraph (m), or (B) by any combination of one or more of the Persons described in subparagraphs (i), (ii), (iii), (iv) and (v) of this paragraph (m) and one or more organizations described in subparagraph (vii) of this paragraph (m); and (ix) any other Person (A) who or which is or becomes an Affiliate or Associate of any Person described in subparagraph (i), (ii), (iii), (iv), (v), (vi), (vii) or (viii) of this paragraph (m), or (B) of which any Person described in subparagraph (i), (ii), (iii), (iv), (v), (vi), (vii) or (viii) of this paragraph (m) is or becomes an Affiliate or Associate; provided, in either case (A) or case (B), such other Person is not the Beneficial Owner of 5% or more of the Common Shares then outstanding (for purposes of determining the number of Common Shares of which such other Person is the Beneficial Owner under this subparagraph (ix), suc...

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Grandfathered Persons means:

Grandfathered Persons means ▇▇▇▇▇▇▇ Purina Company and its Affiliates; provided, however, that ▇▇▇▇▇▇▇ Purina Company and its Affiliates shall cease to be Grandfathered Persons at such earlier time as (i) ▇▇▇▇▇▇▇ Purina Company and its Affiliates own less than 15% of the Common Shares, pursuant to the divestiture provisions of Section 10.6 of that certain Shareholder Agreement by and among the Company, ▇▇▇▇▇▇▇ Purina Company and VCS Holding Company dated July 22, 1995 or otherwise, or (ii) ▇▇▇▇▇▇▇ Purina Company or its Affiliates shall acquire beneficial ownership of additional Common Shares (other than Common Shares issuable upon the exercise of Rights) after the Record Date.

Examples of Grandfathered Persons in a sentence

• If a Person in Specified Person Group II is an Acquiring Person, any references to “Rights Beneficially Owned” by such Acquiring Person shall exclude any Rights held by each Person in Specified Person Group I; provided that the Persons in Specified Person Group I are Grandfathered Persons or have failed to be Grandfathered Persons solely as a result of one or more In-Kind Distributions.

• Notwithstanding the foregoing, an Acquiring Person does not include the following persons ("Grandfathered Persons"): (i) ▇▇▇▇▇▇ ▇▇▇▇▇ and ▇▇▇▇▇▇ ▇.

• Notwithstanding anything contained in this Agreement to the contrary, no amendment to Section 1(t), and no other supplement or amendment to this Agreement that specifically relates to one or more Grandfathered Persons, may be effected without the approval of a majority of the members of the Special Independent Committee.

• Grandfathered Persons include any Person who or which, together with all Affiliates and Associates of such Person, was, as of 5:00 p.m., New York City time, on July 24, 2009 (the “Grandfathered Time”), the beneficial owner of 15% or more of the outstanding Common Stock.

More Definitions of Grandfathered Persons

Grandfathered Persons include: (a) any descendant of Godf▇▇▇ ▇. ▇▇▇▇▇ (▇▇e deceased founder of the Corporation), or any spouse, widow or widower of any such descendant (any such descendants, spouses, widows and widowers collectively defined as the "Cabot Family Members");