Company Determination definition

Company Determination means a determination based on the facts known at the time, by: (i) a majority vote of a quorum of disinterested directors of the Company, or (ii) if such a quorum is not obtainable, or even if obtainable, if a quorum of disinterested directors of the Company so directs, by independent legal counsel in a written opinion, or (iii) a majority of the disinterested stockholders of the Company.
Company Determination has the meaning set forth in Section 3.2.
Company Determination has the meaning set forth in Section 3.1.

Examples of Company Determination in a sentence

  • Upon each determination, the Company shall promptly give notice thereof to the Holder, setting forth in reasonable detail the calculation of the fair market value and the method and basis of determination thereof (the "Company Determination").

  • Upon each such determination, the Company shall promptly give notice thereof to the Holder, setting forth in reasonable detail the calculation of such fair market value and the method and basis of determination thereof (the "Company Determination").

  • Upon each determination of Fair Market Value by the Company hereunder, the Company shall promptly give notice thereof to all Warrantholders, setting forth in reasonable detail the calculation of such Fair Market Value and the method and basis of determination thereof (the "Company Determination").

  • Company Determination Final......................................

  • The costs of the Appraiser Determination shall be borne (i) solely by the Company if the difference between the Appraiser Determination and the Company Determination is greater than ten percent (10%), (ii) solely by the Holder if the difference between the Appraiser Determination and the Company Determination is less than ten percent (10%) and (iii) equally by the Company and the Holder if the difference between the Appraiser Determination and the Company Determination is equal to ten percent (10%).

  • None of the CareOregon Company Determination Letters have been modified, limited or revoked, in whole or in part, and neither CareOregon nor any CareOregon Company has been notified that the IRS is proposing to revoke, modify or limit the CareOregon Company Determination Letters.

  • Company Determination Final...........................................................

  • CareOregon and each of the CareOregon Companies is in compliance in all material respects with all of the terms, conditions and limitations contained in the CareOregon Company Determination Letters, if any, and none of such entities has engaged in any activity or conduct of such nature that would warrant modification, limitation or revocation of the CareOregon Company Determination Letters.

  • SCAN Group and each of the applicable SCAN Companies is in compliance in all material respects with all of the terms, conditions and limitations contained in the SCAN Company Determination Letters, if any, and none of such entities has engaged in any activity or conduct of such nature that would warrant modification, limitation or revocation of the SCAN Company Determination Letters.

  • Company Determination Final.......................................................


More Definitions of Company Determination

Company Determination is defined in Section 5.2.
Company Determination has the meaning set forth in Section 3.1. "Exchange Act" means the Securities Exchange Act of 1934, as amended, and any successor Federal statute, and the rules and regulations of the Commission (or its successor) thereunder, all as the same shall be in effect at the time. "Expiration Date" has the meaning set forth in the first paragraph of this Warrant. "Fair Market Value" of: (i) a share of common stock as of any date of determination means: (A) if the common stock is traded on an exchange or is quoted on the NASDAQ National Market System, then the average of the closing or last sale prices, respectively, reported for the 5 trading days ended immediately preceding the determination date, provided, however, that if the date of determination is either the Maturity Date, or a date of determination for computation of Fair Market Value in accordance with Section 4.1(b)(iv), then the Fair Market Value of a share of common stock shall be the average of the closing or last sale prices, respectively, reported for the 20 trading days ended the fifth day immediately preceding the Maturity Date or such determination date; or (B) if the common stock is not traded on an exchange or on the NASDAQ National Market System but is traded in the over-the-counter market, then the mean of the average of the closing bid and asked prices reported for the 5 trading days ended immediately preceding the determination date, provided, however, that if the date of determination is either the Maturity Date, or a date of determination for
Company Determination means a determination by the Board or Finance Committee with respect to the value of contracts approved by the Board or Finance Committee and signed on or before the Incentive Determination Date, calculated reasonably and in good faith in a manner consistent with the assumptions utilized in the creation of the Company Model, including any signed contracts with objective conditions precedent that are reasonably likely to be satisfied by the end of 2024 (as determined by the Board or Finance Committee reasonably and in good faith).