Required Stockholder Approval definition

Required Stockholder Approval means the affirmative vote of a majority of shares of the Class A Common Stock represented in person or by proxy at a meeting of the stockholders of the Ultimate Parent in favor of approval of the Stockholder Proposal, provided that the total vote cast on the Stockholder Proposal represents over 50% in interest of all securities entitled to vote on the Stockholder Proposal.

Required Stockholder Approval has the meaning set forth in Section 6.04(b).

Required Stockholder Approval shall have the meaning set forth in Section 3.01(b).

Examples of Required Stockholder Approval in a sentence

• Prior to Counterparty’s receipt of the Required Stockholder Approval, Not Applicable.

• At any time prior to making a Settlement Method Election, Counterparty may, without the consent of Dealer, amend this Confirmation by notice to Dealer to eliminate Counterparty’s right to elect Cash Settlement pursuant to this “Settlement Method Election” provision (but not, for the avoidance of doubt, Cash Settlement as the Default Settlement Method prior to Counterparty’s receipt of the Required Stockholder Approval).

• Prior to Counterparty’s receipt of the Required Stockholder Approval, Cash Settlement.

• Notwithstanding anything herein or in the Agreement to the contrary, in no event shall Counterparty be required at any time to deliver any Shares hereunder to the extent that the number of Shares otherwise deliverable would exceed (i) prior to receipt of the Required Stockholder Approval, zero Shares or (ii) following receipt of the Required Stockholder Approval, a number of Shares (the “Maximum Delivery Amount”) equal to two times the Number of Shares.

• On and after Counterparty’s receipt of the Required Stockholder Approval, Net Share Settlement.

More Definitions of Required Stockholder Approval

Required Stockholder Approval means the adoption of this Agreement and the approval of the Transactions, including the Merger, contemplated hereby by the affirmative vote or written consent of the holders representing a majority in voting power of the outstanding Class A Shares and Class B Shares entitled to vote thereon, voting as a single class, and sixty-six and two-thirds (66 2/3%) percent of the outstanding Class B Shares, voting as a separate class.

Required Stockholder Approval means the approval by (1) a majority of the issued and outstanding shares of Common Stock of the amendment to the Company’s restated articles of incorporation to increase the number of shares of the Company’s common stock authorized for issuance in an amount to provide a sufficient number of authorized shares of Common Stock for the issuance of shares upon conversion of the New Convertible Notes and, to the extent necessary, exercise of the New Warrants and (2) a majority of the shares of Common Stock represented at the special meeting and entitled to vote on the issuance of the maximum number of shares of Common Stock that would be issued upon conversion of all of the outstanding New Convertible Notes and, to the extent necessary, exercise of all of the New Warrants.

Required Stockholder Approval means the affirmative vote of a majority of shares of the Common Stock represented in person or by proxy at a meeting of the stockholders of the Corporation in favor of approval of the Stockholder Proposal, provided that the total vote cast on the Stockholder Proposal represents over 50% in interest of all securities entitled to vote on the Stockholder Proposal.

Required Stockholder Approval has the meaning set forth in Section 4.1.

Required Stockholder Approval means the approval of the Stockholder Approval Matters by holders of the issued and outstanding shares of Purchaser in accordance with the Organizational Documents of Purchaser.

Required Stockholder Approval means the approval of this Agreement and the merger contained in this Agreement by the holders of at least a majority of the Company Shares.

Required Stockholder Approval shall have the meaning set forth in Section 2.20 of the Agreement.