Qualifying Offer Resolution definition

Qualifying Offer Resolution shall have the meaning set forth in Section 23(c)(i) hereof.

Qualifying Offer Resolution shall have the meaning set forth in Section 5.1(c).

Qualifying Offer Resolution shall have the meaning set forth in Section 23(c) hereof. (yy) “Record Date” shall have the meaning set forth in the recitals hereto.

Examples of Qualifying Offer Resolution in a sentence

• Subject to the requirements of applicable law, the Board may take a position in favor of or opposed to the adoption of the Qualifying Offer Resolution, or no position with respect to the Qualifying Offer Resolution, as it determines to be appropriate in the exercise of its fiduciary duties.

• Subject to the requirements of applicable law, the Board may take a position in favor of or opposed to the adoption of the Qualifying Offer Resolution, or no position with respect to the Qualifying Offer Resolution, as it determines to be appropriate in the exercise of its duties.

• Subject to the requirements of applicable law, the Board of Directors of the Company may take a position in favor of or opposed to the adoption of the Qualifying Offer Resolution, or no position with respect to the Qualifying Offer Resolution, as it determines to be appropriate in the exercise of its duties.

• Subject to the requirements of applicable law, the Board of Directors of the Company may take a position in favor of or opposed to the adoption of the Qualifying Offer Resolution, or no position with respect to the Qualifying Offer Resolution, as it determines to be appropriate in the exercise of its fiduciary duties.

• Subject to the requirements of applicable law, the Board of Directors may take a position in favor of or opposed to the adoption of the Qualifying Offer Resolution, or no position with respect to the Qualifying Offer Resolution, as it determines to be appropriate in the exercise of its duties.

More Definitions of Qualifying Offer Resolution

Qualifying Offer Resolution shall have the meaning set forth in Section 23(c)(i) hereof. (ddd) “Receiving Party” shall have the meaning set forth in Section 1(x) hereof.

Qualifying Offer Resolution. The definition of the term “Qualifying Offer Resolution” is hereby added to Section 1 of the Agreement and shall read as follows:

Qualifying Offer Resolution is hereby added to Section 1 of the Agreement and shall read as follows:

Qualifying Offer Resolution shall have the meaning set forth in Section 23(c)(i) hereof. (aaa) “Receiving Party” shall have the meaning set forth in Section 1(x) hereof. (bbb) “Record Date” shall mean the Close of Business on October 21, 2024. (ccc) “Redemption Period” shall have the meaning set forth in Section 23(a) hereof. (ddd) “Redemption Price” shall have the meaning set forth in Section 23(a) hereof. (eee) “Related Person” shall mean, as to any Person, any Affiliates or Associates of such Person. (fff) “Requesting Person” shall have the meaning set forth in Section 25 hereof. (ggg) “Requisite Percentage” shall have the meaning set forth in Section 23(c)(i) hereof. (hhh) “Right” shall have the meaning set forth in the recitals of this Agreement. (iii) “Rights Agent” shall (i) have the meaning set forth in the Preamble hereof, (ii) mean any successor or replacement to Equiniti Trust Company, LLC as provided in Section 21 hereof or (iii) mean any additional Person appointed pursuant to Section 2 hereof. (jjj) “Rights Certificate” shall have the meaning set forth in Section 3(d) hereof. (kkk) “Rights Dividend” shall have the meaning set forth in the recitals of this Agreement. (lll) “Schedule 13D” shall mean a statement on Schedule 13D pursuant to Rule 13d-1(a), 13d-1(e), 13d-1(f) or 13d-1(g) of the General Rules and Regulations under the Exchange Act as in effect at the time of the public announcement of the declaration of the Rights Dividend with respect to the shares of Common Stock Beneficially Owned by the Person filing such statement. (mmm)“Securities Act” shall mean the Securities Act of 1933, as amended. (nnn) “Special Meeting” shall have the meaning set forth in Section 23(c)(i) hereof. (ooo) “Special Meeting Demand” shall have the meaning set forth in Section 23(c)(i) hereof. (ppp) “Special Meeting Period” shall have the meaning set forth in Section 23(c)(ii) hereof. (qqq) “Spread” shall have the meaning set forth in Section 11(a)(iii) hereof.

Qualifying Offer Resolution shall have the meaning set forth in Section 23(c)(i) hereof. (au) “Principal Party” shall have the meaning set forth in Section 13(b) hereof.

Qualifying Offer Resolution shall have the meaning set forth in Section 23(c)(i) hereof. (jj) “Record Date” shall have the meaning set forth in the recitals hereto. (kk) “Redemption Date” shall have the meaning set forth in Section 7 hereof. (ll) “Redemption Price” shall have the meaning set forth in Section 23 hereof. (mm) “Right” shall have the meaning set forth in the recitals hereto. (nn) “Right Certificate” shall have the meaning set forth in Section 3 hereof. (oo) “Securities Act” shall mean the Securities Act of 1933, as amended. (pp) “Section 11(a)(ii) Trigger Date” shall have the meaning set forth in Section 11(a)(iii) hereof. (qq) “Signature Guarantee” shall have the meaning set forth in Section 6(a) hereof. (rr) “Special Meeting” shall have the meaning set forth in Section 23(c)(i) hereof. (ss) “Special Meeting Demand” shall have the meaning set forth in Section 23(c)(i) hereof. (tt) “Special Meeting Period” shall have the meaning set forth in Section 23(c)(ii) hereof. (uu) “Spread” shall have the meaning set forth in Section 11(a)(iii) hereof.

Qualifying Offer Resolution shall have the meaning set forth in Section 23(c)(i). (ff) “Reclassified Shares” shall have the meaning set forth in Section 11(a)(i). (gg) “Record Date” shall have the meaning set forth in the second Recital hereof. (hh) “Redemption Price” shall have the meaning set forth in Section 23(a). (ii) “Redemption Time” means the time at which the Rights are redeemed as provided in Section 23. (jj) “Reduced Threshold” shall have the meaning set forth in Section 27. (kk) “Requisite Percentage” shall have the meaning set forth in Section 23(c)(i). (ll) “Right” shall have the meaning set forth in the second Recital hereof. (mm) “Right Certificate” shall have the meaning set forth in Section 3(d). (nn) “Rights Agent” shall have the meaning set forth in the first Recital hereof. (oo) “Security” shall have the meaning set forth in Section 11(d)(i). (pp) “Special Meeting” shall have the meaning set forth in Section 23(c)(i). (qq) “Special Meeting Demand” shall have the meaning set forth in Section 23(c)(i). (rr) “Special Meeting Period” shall have the meaning set forth in Section 23(c)(ii). (ss) “Spinco Parties” shall have the meaning set forth in Section 1(q). (tt) “Subsidiary” of any Person means any corporation, limited liability company, partnership, joint venture, bank, trust or other entity of which a majority of the voting power of the voting equity securities or equity interests is owned, directly or indirectly, by such Person. (uu) “Trading Day” shall have the meaning set forth in Section 11(d)(ii). Section 2.