Change Of Control

Change Of Control. Means as defined in the Flotek Industries, Inc. 2018 Long-Term Incentive Plan.

Change Of Control. The definition of "Change of Control" in the Eighth Supplemental Indenture shall be amended to add the following words at the end of the definition: "Notwithstanding the foregoing, the Transaction shall not constitute a Change of Control."

Change Of Control. Shall have the meaning ascribed to it in the Note Purchase Agreement.

Change Of Control. Means: 1.5.1 The acquisition, directly or indirectly, in one transaction or a series of related transactions, by any person or group (within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended) of the beneficial ownership of securities of the Company possessing more than fifty percent (50%) of the total combined voting power of all outstanding securities of the Company; provided, however, that a Change in Control shall not result upon such acquisition of... beneficial ownership if such acquisition occurs as a result of a public offering of the Company's securities or any financing transaction or series of financing transactions; 1.5.2 A merger or consolidation in which the Company is not the surviving entity, except for a transaction in which the holders of the outstanding voting securities of the Company immediately prior to such merger or consolidation hold as a result of holding Company securities prior to such transaction, in the aggregate and in the same proportions, securities possessing more than fifty percent (50%) of the total combined voting power of all outstanding voting securities of the surviving entity (or the parent of the surviving entity) immediately after such merger or consolidation; 1.5.3 A reverse merger in which the Company is the surviving entity but in which the holders of the outstanding voting securities of the Company immediately prior to such merger hold, in the aggregate securities possessing less than fifty percent (50%) of the total combined voting power of all outstanding voting securities of the Company or of the acquiring entity immediately after such merger; or 1.5.4 The sale, transfer or other disposition (in one transaction or a series of related transactions) of all or substantially all of the assets of the Company, except for a transaction in which the holders of the outstanding voting securities of the Company immediately prior to such transaction(s) receive as a distribution with respect to securities of the Company, in the aggregate, securities possessing more than fifty percent (50%) of the total combined voting power of all outstanding voting securities of the acquiring entity immediately after such transaction(s). View More

Change Of Control. Means (a) any reorganization, recapitalization, consolidation or merger (or similar transaction or series of related transactions) of the Company, sale or exchange of outstanding shares (or similar transaction or series of related transactions) of the Company in which the holders of the Company's outstanding shares immediately before consummation of such transaction or series of related transactions do not, immediately after consummation of such transaction or series of related transactions,... retain shares representing more than fifty percent of the voting power of the surviving entity of such transaction or series of related transactions (or the parent of such surviving entity if such surviving entity is wholly owned by such parent), in each case without regard to whether the Company is the surviving entity or (b) sixty days after the date on which DSM International B.V. (or any Affiliate thereof) ceases to have the right to nominate at least two directors to the Company's Board of Directors. View More

Change Of Control. Means, with respect to a specified party, (i) a merger or consolidation or other similar transaction to which the party entered where the shareholders of such party immediately prior to such transaction hold, following the transaction, less than fifty percent (50%) of the voting securities of the surviving entity; or (ii) the sale, exchange, or transfer of all or substantially all of the assets of such party (on a consolidated basis) after which the shareholders of the party immediately prior... to such transaction hold less than fifty percent (50%) of the voting securities of the corporation or other business entity to which the assets were transferred. Notwithstanding the foregoing, the term Change of Control shall not include (i) any transaction or series of related transactions that are part of an internal voluntary reorganization and/or restructuring of the party that does not involve the acquisition of control by a third party, or (ii) a transaction involving the sale of securities of a party primarily for purposes of financing. View More

Change Of Control. Means with respect to a party, a change of the Person that has control, directly or indirectly, of that party. For the purpose of this definition, "control" has the meaning given to it in the definition of "Affiliate."

Change Of Control. A change in control of a nature that would be required to be reported in response to Item 6(e) of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended, or if Item 6(e) is no longer in effect, any regulations issued by the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended, which serve similar purposes.

Change Of Control. With respect to a Party, a change of the Person that has Control, directly or indirectly, of that Party

Change Of Control. Shall mean any of the following occurrences: (i) Any 'person,' as such term is used in Sections 13(a)(9) and 13(d) of the Securities Exchange Act of 1934 ('Exchange Act'), becomes a 'beneficial owner,' as such term is used in Rule 13d-3 promulgated under the Exchange Act, of 30% or more of the voting stock of the Company; (ii) The majority of the Board consists of individuals other than 'incumbent' directors, which term means the members of the Board on the date hereof; provided that any person... becoming a director subsequent to such date whose election or nomination for election was supported by two-thirds of the directors who then comprised the incumbent directors will be considered to be an incumbent director; (iii) The Company adopts any plan of liquidation providing for the distribution of all or substantially all of its assets; (iv) All or substantially all of the assets or business of the Company is disposed of pursuant to a merger, consolidation or other transaction (unless the stockholders of the Company immediately prior to such merger, consolidation or other transaction beneficially own, directly or indirectly, in substantially the same proportion as they owned the voting stock of the Company, all of the voting stock or other ownership interests of the entity or entities, if any, that succeed to the business of the Company); or (v) The Company combines with another company and is the surviving corporation but, immediately after the combination, the stockholders of the Company immediately prior to the combination hold, directly or indirectly, 50% or less of the voting stock of the combined company (there being excluded from the number of shares held by such stockholders, but not from the voting stock of the combined company, any shares received by affiliates of such other company in exchange for stock of such other company). For purposes of the Change of Control definition, the 'Company' will include any entity that succeeds to all or substantially all, of the business of the Company and 'voting stock' will mean securities of any class or classes having general voting power under ordinary circumstances, in the absence of contingencies, to elect the directors of a corporation. View More