Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting or financial interests in such Entity.
Appears in 7 contracts
Samples: Agreement and Plan of Merger and Reorganization (Opnext Inc), Agreement and Plan of Merger and Reorganization (Oclaro, Inc.), Agreement and Plan of Merger and Reorganization (Avanex Corp)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board Board of directors Directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Auspex Pharmaceuticals, Inc.), Agreement and Plan of Merger (Volcano Corp), Agreement and Plan of Merger (Ambit Biosciences Corp)
Subsidiary. An Entity entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting voting, beneficial or financial interests in such Entity.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Yelp Inc), Agreement and Plan of Merger (inContact, Inc.), Agreement and Plan of Merger (Sorrento Therapeutics, Inc.)
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least leased a majority of the members of such Entity’s 's board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in or such Entity.
Appears in 5 contracts
Samples: Agreement and Plan of Reorganization (Cypros Pharmaceutical Corp), Agreement and Plan of Reorganization (Cypros Pharmaceutical Corp), Agreement and Plan of Reorganization (Questcor Pharmaceuticals Inc)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board Board of directors Directors or other governing body; body or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (RayzeBio, Inc.), Agreement and Plan of Merger (Turning Point Therapeutics, Inc.), Agreement and Plan of Merger (Synthorx, Inc.)
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in or such Entity.
Appears in 4 contracts
Samples: Voting Agreement (Axys Pharmecueticals Inc), Agreement and Plan of Merger and Reorganization (Quantum Corp /De/), Agreement and Plan of Merger and Reorganization (Snap Appliances Inc)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting or financial interests in such Entity.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Vaughan Foods, Inc.), Agreement and Plan of Merger (Applied Materials Inc /De), Agreement and Plan of Merger (Ebay Inc)
Subsidiary. An Entity entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in or such Entity.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Borland Software Corp), Agreement and Plan of Merger (Starbase Corp), Agreement and Plan of Merger (Borland Software Corp)
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting voting, beneficial or financial interests in such Entity.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Local Matters Inc.), Stock Purchase Agreement (Local Matters Inc.), Stock Purchase Agreement (Local Matters Inc.)
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Genomica Corp /De/), Agreement and Plan of Merger and Reorganization (Exelixis Inc)
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting voting, beneficial or financial interests in such Entity; provided, that, the Company shall not be deemed a Subsidiary of the Purchaser for purposes of this Agreement.
Appears in 2 contracts
Samples: Rescission Agreement, Rescission Agreement (Local Matters Inc.)
Subsidiary. An Entity shall be is deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board Board of directors Directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (J2 Global, Inc.), Agreement and Plan of Merger (Sequenom Inc)
Subsidiary. An Entity entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting voting, beneficial or financial interests in such Entity.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Rae Systems Inc), Agreement and Plan of Merger (Rae Systems Inc)
Subsidiary. An Entity entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: (a) , an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least leased a majority of the members of such Entity’s board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (On Semiconductor Corp), Agreement and Plan of Merger and Reorganization (Catalyst Semiconductor Inc)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: (ai) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; or (bii) at least 50% of the outstanding equity, voting or financial interests in such Entity.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Intel Corp), Agreement and Plan of Merger (Altera Corp)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board Board of directors Directors or other governing body; body or (b) at least greater than 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mallinckrodt PLC), Agreement and Plan of Merger (Sucampo Pharmaceuticals, Inc.)
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting equity or financial interests in or such Entity.
Appears in 2 contracts
Samples: Escrow Agreement (Siebel Systems Inc), Agreement and Plan of Merger and Reorganization (Siebel Systems Inc)
Subsidiary. An Any Entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns (a) has the power to direct the management or purports to ownpolicies of such Entity or (b) owns, beneficially or of record: , (ai) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (bii) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Titan Corp), Agreement and Plan of Merger and Reorganization (Microtune Inc)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other comparable governing body; or (b) at least 50% of the outstanding equity, voting or financial equity interests in issued by such Entity.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Biosite Inc), Agreement and Plan of Merger (Beckman Coulter Inc)
Subsidiary. An Entity entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity entity that is sufficient to enable such Person to elect at least a majority of the members of such Entityentity’s board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting voting, beneficial or financial interests in such Entity.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (InterWest Partners IX, LP), Agreement and Plan of Merger and Reorganization (Cancervax Corp)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Juno Therapeutics, Inc.)
Subsidiary. An Any Entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns (a) has the power to direct the management or purports to ownpolicies of such Entity or (b) owns, beneficially or of record: , (ai) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (bii) at least fifty percent (50% %) of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other comparable governing body; , or (b) at least 50% of the outstanding equity, voting or financial equity interests in issued by such Entity.
Appears in 1 contract
Subsidiary. An Entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Samples: Agreement and Plan of Merger (CarePayment Technologies, Inc.)
Subsidiary. An Entity shall be is deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Rent a Center Inc De)
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board Board of directors Directors or other governing body; body or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity. For the avoidance of doubt, Cartesian is not a Subsidiary of the Company or any of the Company’s Subsidiaries.
Appears in 1 contract
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; body or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Subsidiary. An Any Entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Mitokor)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other comparable governing body; or (b) at least 50% of the outstanding equity, voting or financial equity interests in issued by such Entity; or (c) any Entity for which the Company exercises operational control.
Appears in 1 contract
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Subsidiary. An Entity shall entity will be deemed to be a “Subsidiary” of another Person entity if such Person entity directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity entity that is sufficient to enable such Person to elect at least a majority of the members of such Entityentity’s board of managers, board of directors or other comparable governing body; body or (b) at least more than 50% of the outstanding equity, voting or financial equity interests in issued by such Entityentity.
Appears in 1 contract
Samples: LLC Interest Purchase Agreement
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting voting, beneficial or financial interests in such Entity.
Appears in 1 contract
Samples: Asset Purchase Agreement (Raptor Pharmaceutical Corp)
Subsidiary. An Entity entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Samples: Stock Purchase Agreement (Silicon Graphics International Corp)
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (aA) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least leased a majority of the members of such Entity’s 's board of directors or other governing body; body or (bB) at least 50% of the outstanding equity, voting equity or financial interests in or such Entity.
Appears in 1 contract
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (ai) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (bii) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting or financial interests in such Entity.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Silicon Graphics International Corp)
Subsidiary. An Entity entity shall be deemed to be a “"Subsidiary” " of another Person if such Person directly or indirectly owns or purports to ownowns, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s 's board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting or financial equity interests in of such Entity.
Appears in 1 contract
Samples: Agreement and Plan of Merger (American Coin Merchandising Inc)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Conexant Systems Inc)
Subsidiary. An Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly owns or purports to own, beneficially or of record: , (a) an amount of voting securities of or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body; , or (b) at least 50% of the outstanding equity, voting equity or financial interests in of such Entity.
Appears in 1 contract
