Potential Change In Control Definition Example with 7 Variations

This page contains an example definition of Potential Change In Control, followed by definitions with minor variations. You can view the differences between the example and variations by selecting the "Show Differences" option.
Potential Change In Control. Shall be deemed to have occurred if the event set forth in any one of the following paragraphs shall have occurred: (i) the Company enters into an agreement, the consummation of which would result in the occurrence of a Change in Control; (ii) the Company or any Person publicly announces an intention to take or to consider taking actions which, if consummated, would constitute a Change in Control; (iii) any Person becomes the Beneficial Owner, directly or indirectly, of securities of the... Company representing 15% or more of either the then outstanding shares of common stock of the Company or the combined voting power of the Company's then outstanding securities (not including in the securities beneficially owned by such Person any securities acquired directly from the Company or its Affiliates); or (iv) the Board adopts a resolution to the effect that, for purposes of this Agreement, a Potential Change in Control has occurred. View More Arrow
Found in 6 Contracts from 3 Companies

Variations

Potential Change In Control. Shall be deemed to have occurred if the event set forth in any one of the following paragraphs shall have occurred: (i) has occurred before the date of the first occurrence of a Change in Control: (I) the Company enters into an agreement, the consummation of which would result in the occurrence of a Change in Control; (ii) (II) the Company or any Person publicly announces an intention to take or to consider taking actions which, if consummated, would constitute a Change in Control; (iii) (III)... any Person becomes the Beneficial Owner, directly or indirectly, of securities of the Company representing 15% or more of either the then outstanding shares of common stock of the Company or the combined voting power of the Company's then outstanding securities (not including in the securities beneficially owned by such Person any securities acquired directly from the Company or its Affiliates); Affiliates) and such Person becomes required to file a Schedule 13D under the Exchange Act; or (iv) (IV) the Board adopts a resolution to the effect that, for purposes of this Agreement, a Potential Change in Control has occurred. For the avoidance of doubt, a Potential Change in Control will be deemed terminated upon (i) the termination of an agreement under clause (I) or (ii) the Company or Person in clause (II) ceases taking actions or renounces an intention to take actions which, if consummated, would constitute a Change in Control. View More Arrow
Found in JM Smucker contract
Potential Change In Control. Shall shall be deemed to have occurred if the event set forth in any one of the following paragraphs shall have occurred: (i) (1) the Company enters into an agreement, the consummation of which would result in the occurrence of a Change in Control; (ii) (2) the Company or any Person publicly announces an intention to take or to consider taking actions which, if consummated, would constitute a Change in Control; (iii) (3) any Person becomes the Beneficial Owner, directly or indirectly, of... securities of the Company representing 15% 14 or more of either the then outstanding shares of common stock of the Company or the combined voting power of the Company's then outstanding securities (not including in the securities beneficially owned by such Person any securities acquired directly from the Company or its Affiliates); affiliates); or (iv) (4) the Board adopts a resolution to the effect that, for purposes of this Agreement, a Potential Change in Control has occurred. View More Arrow
Found in STARWOOD HOTEL & RESORTS WORLDWIDE, INC contract
Potential Change In Control. Shall shall be deemed to have occurred if the event set forth in any one of the following paragraphs shall have occurred: (i) (I) the Company enters into an agreement, the consummation of which would result in the occurrence of a Change in Control; (ii) (II) the Company or any Person publicly announces an intention to take or to consider taking actions which, if consummated, would constitute a Change in Control; (iii) (III) any Person becomes the Beneficial Owner, directly or indirectly, of... securities of the Company representing 15% or more of either the then outstanding shares of common stock of the Company or the combined voting power of the Company's then outstanding securities (not including in the securities beneficially owned by such Person any securities acquired directly from the Company or its Affiliates); affiliates); for the avoidance of doubt, Baxter International Inc. shall not constitute a Person for the purposes of this Section 16(W)(III), nor shall any direct transferee of any shares of common stock owned by Baxter International Inc.; or (iv) (IV) the Board adopts a resolution to the effect that, for purposes of this Agreement, a Potential Change in Control has occurred. View More Arrow
Found in Baxalta Inc contract
Potential Change In Control. Shall shall be deemed to have occurred if the event set forth in any one of the following paragraphs subsections shall have occurred: (i) (A) the Company enters into an agreement, the consummation of which would result in the occurrence of a Change in Control; (ii) (B) the Company or any Person publicly announces an intention to take or to consider taking actions which, if consummated, would constitute a Change in Control; (iii) (C) any Person becomes the Beneficial Owner, directly or... indirectly, of securities of the Company representing 15% or more of either the then outstanding shares of common stock of the Company or the combined voting power of the Company's then outstanding securities (not including in the securities beneficially owned by such Person any securities acquired directly from the Company securities; or its Affiliates); or (iv) (D) the Board adopts a resolution to the effect that, for purposes of this Agreement, a Potential Change in Control has occurred. View More Arrow
Found in EMC CORP contract
Potential Change In Control. Shall shall be deemed to have occurred if the event set forth in any one of the following paragraphs subsections shall have occurred: (i) the (A)the Company enters into an agreement, the consummation of which would result in the occurrence of a Change in Control; (ii) the (B)the Company or any Person publicly announces an intention to take or to consider taking actions which, if consummated, would constitute a Change in Control; (iii) any (C)any Person becomes the Beneficial Owner, directly or... indirectly, of securities of the Company representing 15% or more of either the then outstanding shares of common stock of the Company or the combined voting power of the Company's then outstanding securities (not including in the securities beneficially owned by such Person any securities acquired directly from the Company securities; or its Affiliates); or (iv) the (D)the Board adopts a resolution to the effect that, for purposes of this Agreement, a Potential Change in Control has occurred. View More Arrow
Found in Itron, Inc. contract
Potential Change In Control. Shall shall be deemed to have occurred if the event set forth in any one of the following paragraphs subsections shall have occurred: (i) occurred:(A) the Company enters into an agreement, the consummation of which would result in the occurrence of a Change in Control; (ii) (B) the Company or any Person publicly announces an intention to take or to consider taking actions which, if consummated, would constitute a Change in Control; (iii) (C) any Person becomes the Beneficial Owner, directly or... indirectly, of securities of the Company representing 15% or more of either the then outstanding shares of common stock of the Company or the combined voting power of the Company's then outstanding securities (not including in the securities beneficially owned by such Person any securities acquired directly from the Company or its Affiliates); or (iv) securities; or(D) the Board adopts a resolution to the effect that, for purposes of this Agreement, a Potential Change in Control has occurred. occurred View More Arrow
Found in EMC CORP contract
Potential Change In Control. Shall shall be deemed to have occurred if the event set forth in any one of the following paragraphs subsections shall have occurred: (i) (A) the Company enters into an agreement, the consummation of which would result in the occurrence of a Change in Control; (ii) (B) the Company or any Person publicly announces an intention to take or to consider taking actions which, if consummated, would constitute a Change in Control; (iii) (C) any Person becomes the Beneficial Owner, directly or... indirectly, of securities of the Company representing 15% or more of either the then outstanding shares of common stock of the Company or the combined voting power of the Company's then outstanding securities (not including in the securities beneficially owned by such Person any securities acquired directly from the Company securities; or its Affiliates); or (iv) (D) the Board adopts a resolution to the effect that, for purposes of this Agreement, a Potential Change in Control has occurred. View More Arrow
Found in Itron, Inc. contract
All Definitions