Requisite Target Vote definition

Requisite Target Vote means a consenting majority vote of Target Shareholders representing each class of Target Stock.
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Requisite Target Vote has the meaning set forth in Section 3.03(a).
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Requisite Target Vote has the meaning set forth in Section 5.03(a).
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Examples of Requisite Target Vote in a sentence

  • This Agreement may only be amended, modified or supplemented by an agreement in writing signed by Xxxxxx, Merger Sub and the Target at any time prior to the Effective Time; provided, however, that after the Requisite Target Vote is obtained, there shall be no amendment or waiver that, pursuant to applicable Law, requires further approval of the Shareholders, without the receipt of such further approvals.

  • To the extent required by applicable Law, this Agreement will have been duly adopted by the Requisite Target Vote.

  • If approval of the holders of Target Common Stock is required by applicable Law, the Requisite Target Vote is the only vote or consent of the holders of any class or series of the Target’s capital stock necessary to approve and adopt this Agreement, approve the Merger and consummate the Merger and the other transactions contemplated hereby.

  • This Agreement may only be amended, modified or supplemented by an agreement in writing signed by Parent, Merger Sub and the Target at any time prior to the Effective Time; provided, however, that after the Requisite Target Vote is obtained, there shall be no amendment or waiver that, pursuant to applicable Law, requires further approval of the Target Members, without the receipt of such further approvals.

  • This Agreement may be terminated at any time prior to the Effective Time (whether before or after the receipt of the Requisite Target Vote or the Requisite Aytu Vote) by the mutual written consent of Aytu and the Target.

  • The shareholders of Target shall have approved this Agreement and the transactions contemplated hereby by the Requisite Target Vote.

  • Subject to the foregoing Requisite Target Vote, this Agreement has been duly executed and delivered by the Target and, assuming due execution and delivery by Acquirer, constitutes the valid and binding obligation of the Target, enforceable against the Target in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, moratorium and other similar Laws affecting creditors’ rights generally and by general principles of equity.

  • This Agreement will have been duly adopted by the Requisite Target Vote.

  • The Requisite Target Vote is the only vote or consent of the holders of any class or series of the Target’s capital stock necessary to approve and adopt this Agreement, approve the Merger and consummate the Merger and the other transactions contemplated hereby.

  • The Target has all requisite corporate power and authority to enter into and to perform its obligations under this Agreement and, subject to, in the case of the consummation of the Merger, adoption of this Agreement by the affirmative vote or consent of the holders of a majority of the outstanding shares of Target Common Stock (the "Requisite Target Vote"), to consummate the transactions contemplated by this Agreement.


More Definitions of Requisite Target Vote

Requisite Target Vote means a consenting vote of all of the Target Members representing all of the issued and outstanding Target Membership Interests.
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Requisite Target Vote shall have the meaning set forth in Section 4.2(a). "SCHEDULE 13E-3" shall have the meaning set forth in Section 4.2(d).
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Related to Requisite Target Vote

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

  • 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.

  • Requisite Notice means a notice delivered in accordance with Section 10.02.

  • 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.

  • Requisite Stockholder Approval has the meaning set forth in Section 3.2.

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

  • Requisite Approval means the affirmative vote of the holders of at least a majority of the shares of outstanding Company Common Stock and outstanding Company Preferred Stock voting as a single class.

  • Majority Vote means a vote made by more than half of the Members who are present at a Meeting and who are entitled to vote and voting at that Meeting upon a resolution put to that Meeting.

  • Supermajority Vote means the affirmative vote of at least two-thirds of all of the members of the Operating Committee or any Subcommittee, as applicable, authorized to cast a vote with respect to a matter presented for a vote (whether or not such a member is present at any meeting at which a vote is taken) by the Operating Committee or any Subcommittee, as applicable (excluding, for the avoidance of doubt, any member of the Operating Committee or any Subcommittee, as applicable, that is recused or subject to a vote to recuse from such matter pursuant to Section 4.3(d)); provided that if two-thirds of all of such members authorized to cast a vote is not a whole number then that number shall be rounded up to the nearest whole number.

  • 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;

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

  • Requisite Majority means, as at any particular time, Passenger Operators whose Vehicle departures from the Station, expressed as a percentage of Total Departures, as at the relevant date, together are at least equal to the percentage specified in paragraph 4 of Annex 8 (or such other percentage as the ORR may specify by notice to the Station Facility Owner and to each Passenger Operator as the new percentage which is to apply for these purposes following the entry into, variation, amendment or termination of an access contract permitting a passenger service operator to use the Station, a Change in Control of any Passenger Operator or any event which results in a material change to the proportion of the Total Departures made by trains operated by or on behalf of any Passenger Operator);

  • 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.

  • Performance Target means the level of performance expected of the HSP in respect of a Performance Indicator or a Service Volume; “person or entity” includes any individual and any corporation, partnership, firm, joint venture or other single or collective form of organization under which business may be conducted;

  • Write-in vote means a vote cast for a person whose name is not printed on the

  • Company Board of Directors means the board of directors of the Company.

  • Required Shareholder Approval has the meaning in Section 2.20.

  • Super Majority Vote means, the affirmative vote of the holders of Outstanding Interests of all Series representing at least two thirds of the total votes that may be cast by all such Outstanding Interests, voting together as a single class.

  • Scoping meeting means a meeting between representatives of the applicant and the EDU conducted for but not limited to the following purposes:

  • majority of the outstanding voting securities shall have the meaning set forth for such terms in the 1940 Act.

  • Required Majority means a required majority, as defined in Section 57(o) of the Act.8

  • Requisite Amount has the meaning specified in the Spread Account Agreement.

  • MUSL Board means the governing body of the MUSL, which is comprised of the chief executive officer of each Party Lottery.

  • Scratch vote means to mark or punch the straight party ticket and then mark or

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

  • Parent Board means the board of directors of Parent.