Actual Voting Power means, as of the date of determination, the total number of votes attaching to the outstanding securities entitled to vote for the election of directors of the Company.
Actual Voting Power means the total voting power of all the then outstanding securities of the Company at the time then entitled to vote for the general election of directors, without giving effect to securities issuable upon exercise or conversion of such outstanding securities.
Actual Voting Power means, as of the date of determination, the total voting power of all the then outstanding securities of the Company at the time then entitled to vote for the general election of directors, without giving effect to securities issuable upon exercise or conversion of such outstanding securities. (When issued, shares of Senior Preferred Stock and Junior Preferred Stock shall be deemed to be outstanding securities then entitled to vote for the general election of directors and (i) each share of Senior Preferred Stock will be deemed, as of the date of determination, to have the number of votes that would be represented by the number of shares of Common Stock into which such share of Senior Preferred Stock pursuant to its terms would otherwise be convertible and (ii) each share of Junior Preferred Stock will be deemed, as of the date of determination, to have the number of votes that would otherwise be represented by the number of shares of Common Stock in lieu of whose issuance such share of Junior Preferred Stock is issued.)
Examples of Actual Voting Power in a sentence
In the event that the Company or its designee fails to exercise its option as provided in Section 3(d)(i), the Threshold Percentage shall be increased to a percentage equal to the percentage of the Actual Voting Power held by the Investor Group upon the expiration of the right to exercise such option by the Company or such designee.
In the event that the Company fails to exercise its option as provided in Section 4(a), the Threshold Percentage shall be increased to a percentage equal to the percentage of the Actual Voting Power held by the Investor Group upon the expiration of the Company’s right to exercise such option.
In the event that the ----------------------------------------- Company fails to exercise its option as provided in Section 4(a), the Threshold Percentage shall be increased to a percentage equal to the percentage of the Actual Voting Power held by the Investor Group upon the expiration of the Company's right to exercise such option.
Notwithstanding Section 1.1 above, in the event the number of Shares would otherwise constitute more than (i) nineteen and nine-tenths percent (19.9%) of the Actual Voting Power (as defined in Section 5.
More Definitions of Actual Voting Power
Actual Voting Power and "Voting Securities" and other defined terms in which such terms appear, the Additional Shares and the shares of Junior Preferred Stock (as described in Exhibit C to the Commitment Letter) into which Additional Shares are converted shall be deemed from the date of issuance thereof to be shares then entitled to vote for the general election of directors, notwithstanding that such shares may not then possess such power due to the absence of the Stockholders Approval (as defined in Exhibit C to the Commitment Letter) or otherwise. Each Additional Share will be deemed at each date of determination to have the number of votes that would be represented by the number of shares of Common Stock into which such Additional Share would otherwise then be convertible. Each share of Junior Preferred Stock will be deemed at each date of determination to have the number of votes that would otherwise be represented by the number of shares of Common Stock in lieu of whose issuance such share of Junior Preferred Stock is issued.
Actual Voting Power with respect to GT means the total number of votes that may be cast in the election of directors of GT at any meeting of stockholders of GT assuming all shares of common stock and other securities of GT entitled to vote generally in the election of directors of GT were present and voted at such meeting, other than votes that may be cast only by one class or series of stock (other than common stock) or upon the happening of a contingency. In determining the percentage of Actual Voting Power of a corporation beneficially owned by any Person, shares of common stock and such other securities issuable upon conversion or exercise of any securities beneficially owned by such Person that are subject to any rights of conversion or any options, warrants or rights beneficially owned by such person shall be deemed to be outstanding, but shall not be deemed to be outstanding for the purpose of computing the percentage of Actual Voting Power of such corporation owned by any other Person.
Actual Voting Power with respect to a corporation shall mean the --------------------- total number of votes that may be cast in the election of directors (or other managing authority if not a corporation) of such corporation at any meeting of stockholders of such corporation, assuming all shares of common stock and other securities of such corporation entitled to vote generally in the election of directors of such corporation were present and voted at such meeting, other than votes that may be cast only by one class or series of stock (other than common stock) upon the happening of a contingency. Options and other convertible securities, prior to the exercise or conversion of any such securities, shall not count for the purposes of determining "Actual Voting Power" in this Exhibit 2.
Actual Voting Power with respect to an entity means (x) if such ------------------- entity is a corporation, the total number of votes that may be cast in the election of directors of such corporation at any meeting of stockholders of such corporation, assuming all shares of common stock and other securities of such corporation entitled to vote generally in the election of directors for such corporation were present and voted at such meeting, other than votes that may be cast only by one class or series of stock (other than common stock) or upon the happening of a contingency and (y) if such entity does not have any outstanding shares or securities, as may be __________ [*] Confidential Treatment Requested. the case in a partnership, joint venture or unincorporated association, the total amount of ownership interests representing the right to make decisions for such entity. In determining the percentage of Actual Voting Power of an entity beneficially owned by any Person, shares of common stock and other securities or ownership interests issuable upon conversion or exercise of any securities or rights owned by such Person shall be deemed to be outstanding, but shall not be deemed to be outstanding for the purpose of computing the percentage of Actual Voting Power of such entity owned by any other Person.
Actual Voting Power in this Exhibit 2.
Actual Voting Power of any Person which is a corporation shall mean the total number of votes which may be cast in the election of directors of such Person at any meeting of stockholders of such Person if all shares of common stock and other securities of such Person entitled to vote generally in the election of directors of such Person were present and voted at such meeting, other than votes that may be cast only by one class or series of stock (other than common stock and any other class or series of stock of such Person to the extent that such class IBM Confidential 5 6 or series of stock is entitled to vote together as one class with the common stock) or upon the happening of a contingency. In determining the percentage of the Actual Voting Power of any issuing Person represented by Voting Securities of such issuing Person beneficially owned by any other Person, any such securities not outstanding which are subject to outstanding options, warrants or rights beneficially owned by such other Person shall be deemed to be outstanding for the purpose of computing the percentage of Actual Voting Power of the issuing Person represented by Voting Securities of the issuing Person beneficially owned by such other Person, and any securities not outstanding which are subject to outstanding options, warrants or rights not beneficially owned by such other Person shall not be deemed to be outstanding for the purpose of computing the percentage of the Actual Voting Power of the issuing Person represented by Voting Securities of the issuing Person beneficially owned by such other Person.
Actual Voting Power means, as of the date of determination, the ------------------- total number of votes attaching to (i) the outstanding securities entitled to vote for the election of Directors of the Company, (ii) the number of shares issuable upon exercise of outstanding options and warrants, (iii) until the closing of the Company's initial public offering of its capital stock, shares of the Company's Series C Preferred Stock that are authorized but unissued, and (iv) until the closing of the Company's initial public offering of its capital stock, shares reserved for issuance under the Company's stock benefit plans.