Hostile Change in Control means any Change in Control described in Section 2.4(ii) that is not approved or recommended by the Board.
Hostile Change in Control means a transaction, event or election constituting a Change in Control, which was not approved by, or, in an election, the directors elected were not nominated by, at least two-thirds of the members of the Board of Directors of the Corporation in office immediately prior to the Change in Control who have not died or become permanently disabled.
Hostile Change in Control mean individuals who are Continuing Directors cease to constitute a majority of the members of the Board ("Continuing Directors" for this purpose being the members of the Board on the date of this Agreement, provided that any person becoming a member of the Board subsequent to such date whose election or nomination for election was supported by two-thirds of those directors who were Continuing Directors at that time of the election or nomination shall be deemed to be c Continuing Director).
Examples of Hostile Change in Control in a sentence
The Company shall send written notice to the Executive within ten (10) days of a Hostile Change in Control of the Corporation, notifying the Executive that such event has taken place.
Notwithstanding anything contained herein to the contrary, the Post-Employment obligations of the Executive contained in Paragraph Eleven and Paragraph Twelve shall become null and void and have no further effect immediately upon a Hostile Change in Control of the Corporation as defined herein.
More Definitions of Hostile Change in Control
Hostile Change in Control means any Change in Control that is not approved or recommended by the Board.
Hostile Change in Control means any Change in Control other than an Approved Change in Control.
Hostile Change in Control means a change of control that results from an unsolicited proposal that is not approved by a majority of the Continuing Directors (as defined below) prior to disclosure of such proposal for a Change in Control or if such disclosure is made without the prior approval of a majority of the disinterested directors. Any reference in this Agreement to a Change in Control includes any Hostile Change in Control unless specifically noted otherwise.
Hostile Change in Control means the individuals who are Continuing Directors cease to constitute a majority of the members of the Board (“Continuing Directors” for this purpose are the members of the Board on the date of this Agreement, provided that any person who becomes a member of the Board subsequent to such date whose election or nomination for election is supported by two-thirds of those directors who were Continuing Directors at that time of the election or nomination shall be deemed to be a Continuing Director).
Hostile Change in Control means any Change in Control that was not approved in ------------------------- advance by the Board.
Hostile Change in Control means the occurrence of an event as contemplated in paragraph (i) above. A “Friendly Change in Control” shall mean any Change in Control that is not a Hostile Change in Control.
Hostile Change in Control means a Change in Control that a majority of the Incumbent Board has not determined to be in the best interests of the Company and its shareholders.