Permitted Successor

Permitted Successor. A corporation that immediately after the consummation of a transaction described in the definition of "Change in Control" satisfies all of the following criteria: (a) at least 60% of the voting securities of such corporation is beneficially owned by Persons who were the beneficial owners of the Company's Common Stock immediately prior to such transaction, (b) no Person other than an Excluded Holder beneficially owns, directly or indirectly, 20% or more of the outstanding voting securities of... such corporation and (c) at least a majority of the Board of Directors of such corporation is comprised of Continuing Directors. View More

Permitted Successor. Means a corporation which, immediately following the consummation of a transaction specified in the definition of "Change in Control" above, satisfies each of the following criteria: (a) Stock. Sixty percent or more of the outstanding common stock of the corporation and the combined voting power of the outstanding securities of the corporation entitled to vote generally in the election of directors (in each case determined immediately following the consummation of the applicable... transaction) is beneficially owned, directly or indirectly, by all or substantially all of the Persons who were the beneficial owners of Corporation's outstanding common stock and outstanding securities entitled to vote generally in the election of directors (respectively) immediately prior to the applicable transaction; 5 (b) Limitation. No Person other than an Excluded Holder beneficially owns, directly or indirectly, 20% or more of the outstanding common stock of the corporation or the combined voting power of the outstanding securities of the corporation entitled to vote generally in the election of directors (for these purposes the term Excluded Holder shall include the corporation, any subsidiary of the corporation and any Employee Benefit Plan of the corporation or any such subsidiary or any trust holding common stock or other securities of the corporation pursuant to the terms of any such Employee Benefit Plan); and (c) Board. At least a majority of the board of directors is comprised of Continuing Directors. View More