Proxy Contest definition

Proxy Contest means any actual or threatened solicitation of proxies or consents by or on behalf of any Person other than the Board, including, without limitation, any solicitation with respect to the election or removal of Directors of the Corporation, and any agreement intended to avoid or settle the results of any such actual or threatened solicitation.

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Proxy Contest means the solicitation of proxies or consents by or on behalf of a Person other than the Board of Directors of ▇▇▇▇▇▇.

Proxy Contest means a solicitation of proxies or consents by or on behalf of a Person other than the Board of Directors.

Examples of Proxy Contest in a sentence

• Effective immediately, the Investor Group hereby irrevocably terminates the Proxy Contest and all solicitation and other activities in connection therewith and agrees not to vote, not cause to be voted, and to discard, all proxies received, and to be received, in connection with the Proxy Contest.

• Notwithstanding the foregoing, the parties hereto acknowledge that all proxy cards received by the CAS Group from any person or entity who is not a CAS Group Member (as defined below) in connection with the CAS Proxy Contest shall be voted by the CAS Group as instructed on such proxy cards.

• The Parties will reasonably cooperate to establish a non-retaliation policy providing that no Party hereto will seek to punish employees who sided or voted against them in the Proxy Contest or related matters.

• In addition, on the next business day following the execution of this Agreement, or if the date thereof is not a day on which the SEC is open, the next day on which the SEC is open, the Investor Group shall notify the SEC of its termination of the Proxy Contest and/or file with the SEC, as necessary, any documentation required to terminate the Proxy Contest.

• The Company agrees to reimburse the PL Capital Parties for their out-of-pocket expenses incurred in connection with the PL Capital Parties’ 2010 Proxy Contest in an amount equal to $150,000.

More Definitions of Proxy Contest

Proxy Contest means the solicitation of proxies or consents by or on behalf of a Person other than the Board of Directors of the Company.

Proxy Contest means the solicitation of proxies or consents by or on behalf of a Person other than the Board of Directors of STWA.

Proxy Contest shall have the meaning set forth in Section 3 hereof.

Proxy Contest means any “solicitation” of “proxies” (each within the meaning of Section 14(a) of the Exchange Act) by a Person other than a Stockholder, a Controlled Affiliate thereof, the Company or the Board of Directors of the Company with respect to any matter submitted for (i) consideration at any annual or special meeting of the stockholders of the Company or (ii) stockholder action by written consent.

Proxy Contest means a change in ownership or control of the Corporation effected through a change in the composition of the Board over a period of thirty-six consecutive months or less such that a majority of the Board members ceases, by reason of one or more contested elections for Board membership, to be comprised of individuals who either (a) have been Board members continuously since the beginning of such period or (b) have been elected or nominated for election as Board members during such period by at least a majority of the Board members described in clause (a) who were still in office at the time the Board approved such election or nomination.

Proxy Contest means any actual or threatened solicitation of proxies or consents by or on behalf of any person, entity or group (as that term is used in Section 13(d) of the U.S. Securities Exchange Act and as defined in Rule 13d-5 thereunder), other than the board of directors of WT, including, without limitation, any solicitation with respect to the election or removal of directors of WT, and any agreement intended to avoid or settle the results of any such actual or threatened solicitation;

Proxy Contest shall have the meaning set forth in section 4.2(h).