Change In Control Definition Example with 5 Variations
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Change In Control. The occurrence of any of the following: (i) one person (or more than one person acting as a group) acquires ownership of stock of the Company that, together with the stock held by such person or group, constitutes more than 50% of the total fair market value or total voting power of the stock of the Company; provided that, a Change of Control shall not occur if any person (or more than one person acting as a group) owns more than 50% of the total fair market value or total voting power of the... Company's stock and acquires additional stock; (ii) one person (or more than one person acting as a group) acquires (or has acquired during the twelve-month period ending on the date of the most recent acquisition) ownership of the Company's stock possessing 30% or more of the total voting power of the stock of the Company; (iii) a majority of the members of the Board of Directors of the Company are replaced during any twelve-month period by directors whose appointment or election is not endorsed by a majority of the Board of Directors of the Company before the date of such appointment or election; or (iv) the complete liquidation of the Company or the sale or other disposition by the Company of all or substantially all of the Company's assets.View More
Change In Control. The occurrence of any of the following: (i) one person (a) One Person (or more than one person Person acting as a group) acquires ownership of stock of the Company that, together with the stock held by such person or group, constitutes more than 50% of the total fair market value or total voting power of the stock of the Company; provided provided, that, a Change of in Control shall not occur if any person Person (or more than one person Person acting as a group) owns more than 50% of the total... fair market value or total voting power of the Company's stock and acquires additional stock; (ii) one person (b) One Person (or more than one person Person acting as a group) acquires (or has acquired during the twelve-month period ending on the date of the most recent acquisition) ownership of the Company's stock possessing 30% or more of the total voting power of the stock of the Company; (iii) a such corporation; (c) A majority of the members of the Board of Directors of the Company are replaced during any twelve-month period by directors whose appointment or election is not endorsed by a majority of the Board of Directors of the Company before the date of such appointment or election; or (iv) (d) One Person (or more than one Person acting as a group), acquires (or has acquired during the complete liquidation twelve-month period ending on the date of the most recent acquisition) assets from the Company that have a total gross fair market value equal to or more than 40% of the total gross fair market value of all of the assets of the Company or the sale or other disposition by the Company of all or substantially all of the Company's assets. immediately before such acquisition(s). View More
Change In Control. The means the occurrence of any of the following: (i) (a) one person (or more than one person acting as a group) acquires ownership of stock of the Company that, together with the stock held by such person or group, constitutes more than 50% of the total fair market value or total voting power of the stock of the Company; such corporation; provided that, a Change of in Control shall not occur if any person (or more than one person acting as a group) owns more than 50% of the total fair market... value or total voting power of the Company's stock and acquires additional stock; (ii) (b) one person (or more than one person acting as a group) acquires (or has acquired during the twelve-month twelve (12) month period ending on the date of the most recent acquisition) ownership of the Company's stock possessing 30% or more of the total voting power of the stock of the Company; (iii) power; (c) a majority of the members of the Board of Directors of the Company are replaced during any twelve-month twelve (12) month period by directors whose appointment or election is not endorsed by a majority of the Board of Directors of the Company before the date of such appointment or election; or (iv) (d) one person (or more than one person acting as a group) acquires (or has acquired during the complete liquidation twelve (12) month period ending on the date of the most recent acquisition) assets from the Company that have a total gross fair market value equal to or more than 40% of the total gross fair market value of all of the assets of the Company immediately before such acquisition(s). Notwithstanding the foregoing, a Change in Control shall not occur unless such transaction constitutes a change in the ownership of the Company, a change in the effective control of the Company, or a change in the sale or other disposition by the Company ownership of all or substantially all a substantial portion of the Company's assets. assets under Section 409A of the Code. View More
Change In Control. means: (a) The occurrence acquisition (whether by purchase, merger, consolidation, combination or other similar transaction) by any Person of any beneficial ownership (within the meaning of Rule 1 13d-3 promulgated under the Exchange Act) of more than 50% (on a fully diluted basis) of the following: (i) one person combined voting power of the then outstanding voting securities of the Company; or (b) The sale, transfer or other disposition of all or substantially all of the assets of the Company... to any Person other than an Affiliate. (c) Any Person (or more than one person Person acting as a group) acquires ownership of stock of the Company that, together with the stock held by such person Person or group, constitutes more than 50% of the total fair market value or total voting power of the stock of the Company; provided provided, that, a Change of in Control shall not occur if any person Person (or more than one person Person acting as a group) owns more than 50% of the total fair market value or total voting power of the Company's stock and acquires additional stock; (ii) one person (or more than one person acting as a group) acquires (or has acquired during the twelve-month period ending on the date of the most recent acquisition) ownership of the Company's stock possessing 30% or more of the total voting power of the stock of the Company; (iii) a (d) A majority of the members of the Board of Directors of the Company are is replaced during any twelve-month period by directors whose appointment or election is not endorsed by a majority of the Board of Directors of the Company before the date of such appointment or election; or (iv) the complete liquidation of the Company or the sale or other disposition by the Company of all or substantially all of the Company's assets.View More
Change In Control. The the occurrence of any of the following: (i) following events: (a) one person (or more than one person acting as a group) acquires (or has acquired during the twelve (12) month period ending on the date of the most recent acquisition) ownership of the Company's stock possessing 30% or more of the total voting power; (b) one person (or more than one person acting as a group) acquires ownership of stock of the Company that, together with the stock held by such person or group, constitutes more... than 50% of the total fair market value or total voting power of the stock of the Company; such corporation; provided that, a Change of in Control shall not occur if any person (or more than one person acting as a group) owns more than 50% of the total fair market value or total voting power of the Company's stock and acquires additional stock; (ii) (c) a majority of the members of the Board are replaced during any twelve (12) month period by directors whose appointment or election is not endorsed by a majority of the Board before the date of appointment or election; or (d) one person (or more than one person acting as a group) acquires (or has acquired during the twelve-month twelve (12) month period ending on the date of the most recent acquisition) ownership of the Company's stock possessing 30% or more of the total voting power of the stock of the Company; (iii) a majority of the members of the Board of Directors of assets from the Company are replaced during any twelve-month period by directors whose appointment or election is not endorsed by that have a majority of the Board of Directors of the Company before the date of such appointment or election; or (iv) the complete liquidation of the Company or the sale or other disposition by the Company of total gross fair market value equal to all or substantially all of the Company's assets. assets of the Company immediately before such acquisition(s). Notwithstanding the foregoing, a Change in Control shall not occur unless such transaction constitutes a change in the effective control of the Company under Section 409A of the Code View More
Change In Control. The occurrence of any of the following: (i) (a) one person (or more than one person acting as a group) acquires ownership of stock of the Company that, together with the stock held by such person or group, constitutes more than 50% fifty percent (50%) of the total fair market value Fair Market Value or total voting power of the stock of the Company; provided that, provided, however, that a Change of in Control shall not occur if any person (or more than one person acting as a group) owns more... than 50% fifty percent (50%) of the total fair market value Fair Market Value or total voting power of the Company's stock and acquires additional stock; (ii) (b) one person (or more than one person acting as a group) acquires (or has acquired during the twelve-month period ending on the date of the most recent acquisition) ownership of the Company's stock possessing 30% thirty percent (30%) or more of the total voting power of the stock of the Company; (iii) Company's stock; (c) a majority of the members of the Board of Directors of the Company are replaced during any twelve-month period by directors whose appointment or election is not endorsed by a majority of the Board before the date of Directors appointment or election; or (d) one person (or more than one person acting as a group) acquires (or has acquired during the twelve-month period ending on the date of the most recent acquisition) assets from the Company that have a total gross fair market value equal to or more than forty percent (40%) of the total gross fair market value of all of the assets of the Company before the date of such appointment or election; or (iv) the complete liquidation of the Company or the sale or other disposition by the Company of all or substantially all of the Company's assets. acquisition. View More
