Required Seller Vote definition

Required Seller Vote. Section 3.01(jj)
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Required Seller Vote means the vote of the holders of a majority of the outstanding stock of Seller entitled to vote at the Seller Stockholder Meeting in favor of the Transaction.
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Required Seller Vote. Section 3.01(ii) “Retention Bonus” — Section 6.02(d)(i)
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Examples of Required Seller Vote in a sentence

  • The Metro Transit Police Department has zero tolerance toward all forms of sexual abuse and sexual harassment (28 CFR 115.111).

  • Seller shall use reasonable best efforts to obtain the Required Seller Vote (including, if requested by Buyer at Buyer’s sole discretion, by retaining an outside proxy solicitation firm at Buyer’s cost and expense, which cost shall not affect the amount of the Merger Consideration).

  • Each of Seller and Seller Sub has the right, power, authority and capacity to execute and deliver this Agreement and, subject to obtaining the Required Seller Vote, the obtaining of appropriate approvals, consents, or waivers from Regulatory Authorities and Governmental Authorities and the expiration of applicable regulatory waiting periods, to perform its obligations under this Agreement.

  • Seller, acting through the Seller Boards, shall, in accordance with the Seller Articles, convene and hold the Seller Shareholders Meeting for the purpose of obtaining the Required Seller Vote within 35 days after publishing the Shareholder Circular unless Seller is prevented from doing so by applicable Law or circumstances not within the reasonable control of Seller.

  • This Agreement may be amended by action taken by Seller, Parent and Purchaser at any time before or after approval of the transactions contemplated by this Agreement by the Required Seller Vote but, after any such approval, no amendment shall be made which requires the approval of the shareholders of Seller under applicable Law without such approval.

  • Except as otherwise permitted by Section 6.04, each of the Seller Boards shall recommend approval of this Agreement and the transactions contemplated hereby, which recommendation will be included in the Shareholder Circular, and shall use their reasonable best efforts to solicit the approval of the shareholders of Seller in connection with the Required Seller Vote.

  • Seller Unitholders representing the Required Seller Vote shall have executed and delivered a Consent in form and substance satisfactory to the Seller and MDEX.

  • Seller shall use commercially reasonable efforts to obtain the Required Seller Vote (including by retaining an outside proxy solicitation firm at its own cost and expense, which cost shall not affect the amount of the Merger Consideration).

  • Seller shall use reasonable best efforts to obtain the Required Seller Vote (including by retaining an outside proxy solicitation firm at its own cost and expense, which cost shall not affect the amount of the Merger Consideration).

  • No other corporate proceedings on the part of Seller are necessary to authorize this Agreement or to consummate the transactions contemplated hereby other than the Required Seller Vote.


More Definitions of Required Seller Vote

Required Seller Vote means approval of the transactions contemplated by this Agreement by the requisite number of the votes cast by Seller Shareholders at the Seller Meeting, in person or by proxy.
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Required Seller Vote shall have the meaning specified in Section 4.2.
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Related to Required Seller Vote

  • Required Company Stockholder Vote shall have the meaning set forth in Section 2.5.

  • Required Vote has the meaning ascribed thereto in Section 2.2(b);

  • Required Consents shall have the meaning set forth in Section 4.5.

  • Required Consent has the meaning set forth in Section 4.4.

  • Required Shareholder Approval has the meaning in Section 2.20.

  • Majority Shareholder Vote means a vote of “a majority of the outstanding voting securities” (as such term is defined in the 0000 Xxx) of the Trust with each class and series of Shares voting together as a single class, except to the extent otherwise required by the 1940 Act or this Declaration with respect to any one or more classes or series of Shares, in which case the applicable proportion of such classes or series of Shares voting as a separate class or series, as the case may be, also will be required.

  • Required Consenting Noteholders means, as of the relevant date, the Consenting Noteholders then holding greater than fifty and one-tenth percent (50.1%) of the aggregate outstanding principal amount of Senior Notes Claims that are held by all Consenting Noteholders subject to the Restructuring Supporting Agreement as of such date.

  • Requisite Company Vote has the meaning set forth in Section 3.03(a).

  • transferred vote means a vote derived from a ballot document on which a second or subsequent preference is recorded for the candidate to whom that ballot document has been transferred, and

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

  • Required Coupon With respect to the Mortgage Loans in Loan Group 1 and Loan Group 2, 6.00% per annum.

  • Seller Consents has the meaning set forth in Section 3.03.

  • Requisite Shareholder Approval means the affirmative vote of a majority of the outstanding shares of the Company’s Voting Stock (voting together as a single class) and the affirmative vote of a majority of the outstanding shares of Common Stock (voting separately as a single class), in each case approving the amendment of the Company’s amended and restated articles of incorporation to increase the number of authorized shares of Common Stock to 150,000,000 shares.

  • Parent Shareholder Approval means the affirmative vote of the holders of a majority of the votes cast by holders of outstanding shares of Parent Stock on the proposal to approve the issuance of Parent Stock as provided in this Agreement at the Parent Special Meeting.

  • Disinterested Shareholder Approval means approval by a majority of the votes cast by all the Company’s shareholders at a duly constituted shareholders’ meeting, excluding votes attached to Common Shares beneficially owned by Insiders who are Service Providers or their Associates;

  • Stockholder Approval means such approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market (or any successor entity) from the stockholders of the Company with respect to issuance of all of the Warrants and the Warrant Shares upon the exercise thereof.

  • Required Approval has the meaning specified in Section 2.2(b).

  • Necessary preconstruction approvals or permits means those permits or approvals required under federal air quality control laws and regulations and those air quality control laws and regulations which are part of the applicable State Implementation Plan.

  • HSR Approval means expiration of all applicable waiting periods under the HSR Act (including any voluntary agreed extensions) or earlier termination thereof.

  • Seller Closing Certificate has the meaning set forth in Section 7.02(d).

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Required Approvals shall have the meaning ascribed to such term in Section 3.1(e).

  • Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.

  • Material Consents as defined in Section 7.3.

  • Governmental Consents has the meaning set forth in Section 3.5.

  • Buyer Closing Certificate has the meaning set forth in Section 7.03(d).