Original Rights Plan definition

Original Rights Plan means the shareholder protection rights plan of Black Diamond having the terms set forth in the shareholder protection rights plan agreement entered into between Black Diamond and Computershare Trust Company of Canada, as rights agent, on March 4, 2015.

Original Rights Plan has the meaning set forth in the recitals hereto;

Original Rights Plan. As defined in Section 5.2 hereof.

Examples of Original Rights Plan in a sentence

• This Agreement (subject to receipt of the approval of Independent Shareholders as set forth below) is effective from the date that it receives the approval of the Independent Shareholders and replaces and supersedes the Original Rights Plan Agreement and the Amended Rights Plan Agreement and the Second Amended Rights Plan Agreement.

• The following describes the changes to the Original Rights Plan (as defined therein) effected by such First Amendment and Restatement.

• The Offeror hereby consents to the termination of the Original Rights Plan and the adoption of the Rights Plan.

• Expiration Date The Original Rights Plan, according to its terms, would expire upon the earliest of (i) the date that was forty months and one day after the date of the Original Rights Plan, (ii) the effective date of an amendment to the Company’s Articles of Incorporation, which amendment would prohibit certain transfers in the Company’s stock in order to preserve the value of the Company’s deferred tax assets for U.S. federal income tax purposes and (iii) the occurrence of certain other events.

• These rights will be subject to cancellation of rights under the Original Rights Plan.

• Notwithstanding this, although the TOB Amendments include many of the protections provided by the Original Rights Plan, the TOB Amendments do not address the risk of a “creeping take-over bid” where an acquiror may acquire a controlling position in an issuer in reliance on exemptions from the take-over bid requirements and without having to make a take-over bid to all shareholders.

• The Original Rights Plan Agreement, and all rights issued thereunder, will expire and terminate as of the close of the meeting unless shareholders vote at the meeting to continue its operation.

• None of the Original Rights Plan, the 2002 Rights Plan, the 2005 Rights Plan or the 2008 Rights Plan was adopted or approved in response to or in anticipation of any pending or threatened take-over bid, nor to deter take- over bids generally.

• The Original Rights Plan was approved by the Company’s shareholders on July 13, 2006.

• None of the securities held in escrow will return to Worldcolor.Shareholder Rights PlanOn February 19, 2010, the board of directors of the Company approved a new shareholder rights plan (the “Rights Plan”) to replace the Original Rights Plan which terminated in accordance with its terms on February 20, 2010.

More Definitions of Original Rights Plan

Original Rights Plan shall have the meaning set forth in the WHEREAS clauses at the beginning of this Agreement.

Original Rights Plan has the meaning set forth in the recitals hereto; (ll) “Permitted Bid” shall mean: (1) prior to the Implementation Date, a Take-over Bid made by an Offeror by way of takeover bid circular which also complies with the following additiona l provisions: (i) the Take-over Bid is made to all holders of Voting Shares as registered on the books of the Corporation, other than the Offeror; (ii) the Take-over Bid contains, and the take-up and payment for securities tendered or deposited is subject to an irrevocable and unqualified condition that, no Voting Shares will be taken up or paid for pursuant to the Take- over Bid (A) prior to the close of business on the date that is not earlier than 105 days following the date on which the Take-over Bid was made; and (B) then only if at the close of business on such date more than 50% of the aggregate of Voting Shares held by Independent Shareholders shall have been deposited or tendered pursuant to the Take-over Bid and not withdrawn; (iii) the Take-over Bid contains an irrevocable and unqualified condition that unless the Take-over Bid is withdrawn, Voting Shares may be deposited pursuant to such Take-over Bid at any time during the period of time between the date of the Take-over Bid and the date on which Voting Shares may be first taken up and paid for as provided in Section 1.1(ll)(ii)(A) and that any Voting Shares deposited pursuant to the Take-over Bid may be withdrawn until taken up and paid for; and

Original Rights Plan means the shareholder rights plan of the Company dated December 24, 2008, which shareholder rights plan was originally approved by the shareholders of the Company on June 24, 2009;