Seller Stockholder Meeting definition

Seller Stockholder Meeting has the meaning set out in Section 6.10;
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Seller Stockholder Meeting means a meeting of the stockholders of Seller (as promptly as reasonably practicable following the mailing of the Proxy Statement to the stockholders of Seller) for the purpose of obtaining the Requisite Stockholder Approval.
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Seller Stockholder Meeting has the meaning set forth in Section 3.21(b).
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Examples of Seller Stockholder Meeting in a sentence

  • No later than fifteen (15) calendar days prior to the date of Seller Stockholder Meeting, Seller shall deliver to Purchaser the TA Statement.

  • Seller shall cause a meeting of its stockholders to be duly called and held as soon as reasonably practicable after the date of this Agreement (the "Seller Stockholder Meeting") for the purpose of obtaining stockholder approval of this Agreement.

  • None of the information supplied or to be supplied by Access for inclusion or incorporation by reference in the Proxy Statement or in any other filing of Seller will, at the time of the Seller Stockholder Meeting or on the Closing Date, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statement not misleading in light of the circumstances under which they were or will be made.

  • On the date of filing, the date of mailing to the stockholders of Seller (if applicable) and at the time of the Seller Stockholder Meeting, neither the Proxy Statement nor any Other Required Company Filing will contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not false or misleading.

  • On the date of filing, the date of mailing to the stockholders of Seller (if applicable) and at the time of the Seller Stockholder Meeting, no Other Required Buyer Filing may contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not false or misleading.

  • Unless this Agreement is validly terminated in accordance with Article VIII, Seller will submit this Agreement and the Contemplated Transaction to its stockholders at the Seller Stockholder Meeting even if the Seller Board (or a committee thereof) has effected a Seller Board Recommendation Change.

  • Buyer shall call the Buyer ----------------------------------- Meeting and Selling Stockholder and the General Partner shall call the Seller Stockholder Meeting, in each case to be held as soon as practicable after the Registration Statement becomes effective for the purpose of voting upon this Agreement and the Merger and, in the case of the Selling Stockholder Meeting, the Distribution.

  • Without the prior written consent of Buyer (which consent will not be unreasonably withheld, conditioned or delayed, unless there has been a Seller Board Recommendation Change in accordance with Section 5.8), obtaining the Requisite Stockholder Approval and adjournment shall be the only matters (other than procedural matters) which Seller shall propose to be acted on by the stockholders of Seller at the Seller Stockholder Meeting.

  • If Buyer or any of its Affiliates determines that it is required to file any document with the SEC in connection with the Contemplated Transactions or the Seller Stockholder Meeting pursuant to applicable Law (an “Other Required Buyer Filing”), then Buyer will, and will cause its Affiliates to, as promptly as reasonably practicable prepare and file such Other Required Buyer Filing with the SEC.

  • The Seller Board, at a meeting duly called and held, has (i) determined that this Agreement and the Contemplated Transactions are fair to and in the best interests of Seller’s stockholders and (ii) approved and adopted this Agreement and the Contemplated Transactions and unanimously resolved to recommend that Seller’s stockholders approve and adopt this Agreement and the Contemplated Transactions at the Seller Stockholder Meeting.


More Definitions of Seller Stockholder Meeting

Seller Stockholder Meeting means the meeting of the Seller Stockholders to be held for the adoption of the Health Care Merger Agreement.
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Seller Stockholder Meeting has the meaning ascribed thereto in Section 7.11(b) of this Agreement.
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Seller Stockholder Meeting has the meaning specified in Section 7.1.
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Seller Stockholder Meeting has the meaning set forth in SECTION 4.5.
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Related to Seller Stockholder Meeting

  • Company Stockholder Meeting means the meeting of the holders of shares of Company Common Stock for the purpose of seeking the Company Stockholder Approval, including any postponement or adjournment thereof.

  • Company Shareholder Meeting means a duly convened meeting of the Company’s shareholders called to obtain the Company Shareholder Approval, or any valid adjournment or postponement thereof made in accordance with this Agreement.

  • Stockholder Meeting means each annual or special meeting of stockholders of the Company, or any action by written consent of the Company’s stockholders in lieu thereof, and any adjournment, postponement, rescheduling, continuation or meeting held in lieu thereof;

  • Company Shareholders Meeting shall have the meaning set forth in Section 5.2(b).

  • Company Stockholders Meeting has the meaning set forth in Section 6.2(a).

  • Parent Stockholders Meeting has the meaning set forth in Section 6.2(b).

  • Shareholder Meeting means an annual general meeting of shareholders or special meeting of shareholders of the Company called for the purpose of electing directors to the board of directors of the Company.

  • Stockholders Meeting shall have the meaning set forth in Section 6.2(c).

  • Shareholders Meeting has the meaning provided in Section 6.3.

  • Holders’ Meeting means a meeting among the Holders held in accordance with Clause 17 (Holders’ Meeting).

  • Company Meeting means the special meeting of Company Shareholders, including any adjournment or postponement of such special meeting in accordance with the terms of the Arrangement Agreement, to be called and held in accordance with the Interim Order to consider the Arrangement Resolution.

  • Company Stockholders means the holders of shares of Company Capital Stock.

  • Company Shareholders means holders of Company Shares.

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

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

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

  • Parent Stockholders means the holders of Parent Common Stock.

  • 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.

  • Parent Stockholder Approval means the approval of the Parent Common Stock Issuance by the affirmative vote of a majority of the votes cast at the Parent Stockholders Meeting in accordance with the rules and regulations of the NYSE and the Organizational Documents of Parent.

  • Bondholders’ Meeting means a meeting among the Bondholders held in accordance with Clause 17 (Bondholders’ Meeting).

  • Public Shareholders means the holders of Ordinary Shares included in the Units issued in the Public Offering; (v) “Public Shares” shall mean the Ordinary Shares included in the Units issued in the Public Offering; (vi) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (vii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b); and (viii) “Charter” shall mean the Company’s Amended and Restated Memorandum and Articles of Association, as the same may be amended from time to time.

  • Common Stockholders means holders of shares of Common Stock.

  • Noteholders’ Meeting means a meeting among the Noteholders held in accordance with Clause 16 (Noteholders’ Meeting).

  • 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.

  • Special Meeting shall have the meaning set forth in Section 23(c)(i) hereof.

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.