Examples of HMC Group in a sentence
If (i) a Change of Control or a Sale of the Company shall occur, (ii) the Company shall enter into an agreement providing for a Change of Control or a Sale of the Company, or (iii) any member of the HMC Group shall enter into an agreement providing for a Sale of the Company, then the Committee may declare any or all Options outstanding under the Plan to be exercisable in full at such time or times as the Committee shall determine, notwithstanding the express provisions of such Options.
The rights of HMTF under this Section 5.3 may be assigned or transferred in whole or in part by HMTF, without any consent or other action on the part of any other party hereto, to any one or more members of the HMC Group.
The Purchase Option may be assigned or transferred in whole or in part by HMTF to any one or more members of the HMC Group without any consent or other action on the part of any other party hereto.
If, prior to his election to the Board of Directors of the Company pursuant to Section 2.1.1 hereof, any HMC Group Designee shall be unable or unwilling to serve as a director of the Company, the HMC Group shall be entitled to nominate a replacement who shall then be an HMC Group Designee for purposes of this Section 2.
If the HMC Group requests that any HMC Group Designee be removed as a Director (with or without cause) by written notice thereof to the Company, then the Company shall take all actions necessary to effect, and each of the Holders shall vote all its or his capital stock in favor of, such removal upon such request.
The provisions of Section 4.6 hereof shall terminate when the HMC Group Beneficially Owns less than 50% of the number of shares of Common Stock issued on the Closing Date.
The Option may be assigned or transferred in whole or in part by HMTF to any one or more members of the HMC Group without any consent or other action on the part of any Holder, and all references herein to "HMTF" will include without limitation each assignee or transferee of all or any part of the Option.
Subject to Section 2.1.3, the Board of Directors of the Company shall consist of such individuals as may be designated from time to time by the HMC Group (an "HMC Group Designee").
In addition, the provisions of Section 4.1 hereof shall terminate when either of the Existing Stockholders, on the one hand, or the HMC Group, on the other hand, Beneficially Own less than 10% of the number of shares of Common Stock issued and outstanding on the date of determination.
The right of HMTF to designate directors under Section 2.1.1, and the obligation of the Holders to vote their shares for the HMTF Designees, shall terminate upon the first to occur of (i) the termination or expiration of this Stockholders Agreement or this Article 2, (ii) such time as HMTF elects in writing to terminate its rights under this Article 2, or (iii) such time as the HMC Group ceases to own, in the aggregate, at least 10% of the number of shares of Common Stock owned by HMTF/Omni at the Closing.