Stockholder Approval Condition definition

Stockholder Approval Condition has the meaning set forth in the 2011 Securities Purchase Agreement.
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Stockholder Approval Condition shall have the respective meanings set forth in Section 7.1(h).
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Stockholder Approval Condition has the meaning set forth in Section 5.3.
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Examples of Stockholder Approval Condition in a sentence

  • The execution and delivery of this Agreement has been duly authorized by all necessary corporate action on the part of the Company, and the consummation by it of the transactions contemplated hereby has been duly authorized by all necessary corporate action on the part of the Company, subject to the Company Stockholder Approval Condition.

  • The production activities at Mills were remain closed for the purpose of sale of assets for which the shareholders of the company had approved the asset sale / business plan.

  • This Agreement has been duly executed and delivered by the Company and, subject to the Company Stockholder Approval Condition, constitutes a valid and binding obligation of the Company enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting creditors' rights and remedies generally.

  • If the Stockholder Approval Condition is not satisfied by June 30, 2005, then the funds deposited with the Escrow Agent for the Second Closing shall be returned to the Investors in the manner specified in the Escrow Agreement.

  • In addition, in the event Stockholder Approval Condition has not been satisfied by the Company on or before the Stockholder Approval Termination Date (as may be extended by the Company), the Company will release the Investors funds from escrow and have the full amount of such funds returned to Investor.

  • The Company shall, through its Board of Directors, recommend to its stockholders that the Stockholder Approval Condition be satisfied by stockholders of the Company entitled to vote at the Company Stockholder Meeting.

  • The Company is required to seek the stockholder approval in satisfaction of the Stockholder Approval Condition within 45 days of the date of the First Closing (the “Stockholder Approval Termination Date”).

  • The Company shall satisfy the Stockholder Approval Condition, as soon as practicable, but in any event, within forty-five (45) days after the Initial Filing Date (the “Stockholder Meeting Date”), provided that if the Company receives comments from the Commission on the Proxy Statement or Information Statement (as applicable), the Stockholder Meeting Date shall be extended by an additional thirty (30) days or such longer period of time as is reasonably necessary to resolve such comments.

  • In the event of such filing, the Company shall use its commercially reasonable efforts to satisfy the Stockholder Approval Condition within seventy-five (75) days of the First Closing Date (such date being the "Stockholder Approval Termination Date").

  • Except for the Company Stockholder Approval Condition, the execution and delivery of this Agreement and the performance by OP of its obligations under this Agreement require no further action or approval of OP's partners or of any other individuals or entities in order to constitute this Agreement as a binding and enforceable obligation of OP.


More Definitions of Stockholder Approval Condition

Stockholder Approval Condition means the Company shall have obtained the Stockholder Approval on or before the date that is the 90th day following the date of this Agreement or in the event the proxy materials shall be reviewed by the Commission, the 120th day following the date of this Agreement.
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Stockholder Approval Condition means the Company’s receipt and effectiveness of stockholder approval for the issuance of the Registration Rights Penalty Warrants.
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Stockholder Approval Condition means the Company shall have obtained the Stockholder Approval and approval by its stockholders of the Reverse Stock split on or before the date that is 120 days after the Escrow Funding Date.
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Stockholder Approval Condition has the meaning ascribed to such term in Section 2.4(c). "Stockholder Approval Termination Date" has the meaning ascribed to such term in Section 4.12.
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Stockholder Approval Condition means that all stockholder approvals required under (i) the Amended and Restated Certificate of Incorporation of Parent, (ii) the New York Stock Exchange Shareholder Approval Policy and (iii) the Delaware General Corporation Law to authorize (x) the creation of 15,000,000 shares of class B common stock ("Parent Class B Common Stock"), par value $.01 per share, of Parent, having the terms set forth in the proposed Amendment to the Amended and Restated Certificate of Incorporation of Parent attached as Exhibit A to the Stockholders Agreement dated June 30, 1999 among Parent, the Company and PHH Corporation, and the issuance of such shares to PHH Corporation and (y) the issuance to PHH Corporation of the shares of Class A common stock, par value $.01 per share, of Parent ("Parent Voting Stock" and, together with the Parent Class B Common Stock, the "Parent Common Stock") that are issuable upon the exchange of the Parent Class B Common Stock have been obtained, provided that the Stockholder Approval Condition shall be deemed satisfied, whether or not all of the aforesaid stockholder approvals have been obtained, if Parent has sought to obtain all such approvals at a meeting of its stock holders and Cendant Car Rental, Inc. (or any transferee of shares of Parent Voting Stock held by Cendant Car Rental, Inc.) failed to vote the shares of Parent Voting Stock beneficially owned by it in favor of such proposal or proposals; and
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Stockholder Approval Condition has the meaning specified in Section 14.01.
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Related to Stockholder Approval Condition

  • Stockholder Approval Date means the date on which Stockholder Approval is received and deemed effective under Delaware law.

  • Required Shareholder Approval has the meaning in Section 2.20.

  • Shareholder Approval Date means the date on which this Plan is approved shareholders of the Company eligible to vote in the election of directors, by a vote sufficient to meet the requirements of Code Sections 162(m) (if applicable) and 422, Rule 16b-3 under the Exchange Act (if applicable), applicable requirements under the rules of any stock exchange or automated quotation system on which the Shares may be listed on quoted, and other laws, regulations and obligations of the Company applicable to the Plan.

  • 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.

  • 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.

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

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

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

  • 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.

  • 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;

  • Pre-approval means written notification via a pre-approval letter to Customer that Ameren Illinois has reviewed Customer's Application and determined that the project meets the program eligibility requirements for a maximum pre-approved incentive amount if the project is completed by the estimated completion date and all final application paperwork is submitted and approved.

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

  • 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.

  • Shareholder 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 shareholders of the Company with respect to the transactions contemplated by the Transaction Documents, including the issuance of all of the Underlying Shares in excess of 19.99% of the issued and outstanding Common Stock on the Closing Date.

  • CPUC Approval means a final and non-appealable order of the CPUC, without conditions or modifications unacceptable to the Parties, or either of them, which contains the following terms:

  • Application Approval Date means the date that the Application is approved by the Board of Trustees of the District and as further identified in Section 2.3.B of this Agreement.

  • IRB approval means the determination of the IRB that the research has been reviewed and may be conducted at an institution within the constraints set forth by the IRB and by other institutional and federal requirements.

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

  • Authorized Share Approval means approval of the Amendment by the shareholders of the Company.

  • Initial approval means authorization to admit students and enter into contractual agreements for clinical facilities. It is granted only after an application has been submitted, reviewed and a survey visit made by the Board. No students shall be admitted to the program until the institution has received written notification that initial approval has been granted. Failure to comply will delay initial approval.

  • Non-Approval Event means, in respect of the Benchmark:

  • Conditional approval means a time-limited status that results when an approved nursing education program has failed to maintain requirements as set forth in this chapter.

  • Prior Approval means written ap- proval by an authorized official evi- dencing prior consent.

  • Approval Notice means, with respect to any Eligible Loan Asset, the written notice, in substantially the form attached hereto as Exhibit A, evidencing the approval by the Administrative Agent, in its sole discretion, of the conveyance of such Eligible Loan Asset by the Transferor to the Borrower pursuant to the terms of the Purchase and Sale Agreement and the Loan Assignment by which the Transferor effects such conveyance.

  • Final Approval Date means the date upon which Final Approval occurs.