Parent Insiders definition

Parent Insiders shall have the meaning ascribed thereto in Section 4.11.
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Parent Insiders has the meaning set forth in Section 5.15(d).
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Parent Insiders has the meaning ascribed thereto in Section 3.8.
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Examples of Parent Insiders in a sentence

  • For purposes of Article X hereof, no action taken by the Board of Directors prior to the Merger shall be effective unless such action is approved by the affirmative vote of at least a majority of the directors of Company who are not Parent Insiders.

  • At any time after the appointment of persons designated by Parent as directors of Company pursuant to Section 3.4 hereof, a majority of the directors of Company who are not Parent Insiders may grant such extensions or waivers.

  • None of the Parent Insiders has any direct or indirect interest in any competitor, supplier or customer of Parent or in any Person from whom or to whom Parent leases any property, or in any other Person with whom Parent transacts business of any nature.

  • If, notwithstanding compliance with the foregoing provisions, the number of Continuing Directors is reduced to zero (0), then the other directors on the Company Board shall designate and appoint to the Company Board three (3) directors who are not Parent Insiders who shall be deemed Continuing Directors for all purposes of this Agreement.

  • If, notwithstanding compliance with the foregoing provisions, the number of Continuing Directors is reduced to zero, then the other directors on the Board of Directors of the Company shall designate and appoint to the Board of Directors of the Company three individuals who are not Parent Insiders who shall be deemed Continuing Directors for all purposes of this Agreement.

  • If, notwithstanding compliance with the foregoing provisions, the number of Continuing Directors is reduced to zero, then the other directors on the Company Board shall designate and appoint to the Company Board two directors who are not Parent Insiders who shall be deemed Continuing Directors for all purposes of this Agreement.

  • If, notwithstanding compliance with the foregoing provisions, the number of Continuing Directors is reduced to zero (0), then the other directors on the Company Board shall designate and appoint to the Company Board two (2) directors who are not Parent Insiders who shall be deemed Continuing Directors for all purposes of this Agreement.

  • The Parent Insiders agree to cause their affiliates to comply with all revisions of this Agreement applicable to such affiliates.

  • The conditions to each of the parties' obligations to consummate the Merger are for the sole benefit of such party and may be waived by such party in whole or in part to the extent permitted by applicable law; PROVIDED, that, in the case of the Company any such waiver must be approved by a majority of the directors who are not Parent Insiders.

  • If, notwithstanding compliance with the foregoing provisions, the number of Continuing Directors is reduced to zero (0), then the other directors on the Company Board shall designate and appoint to the Company Board three (3) directors who meet the foregoing criteria and who are not Parent Insiders who shall be deemed Continuing Directors for all purposes of this Agreement.


More Definitions of Parent Insiders

Parent Insiders means those officers and directors of Company who will be subject to the reporting requirement of Section 16(b) of the Exchange Act with respect to Parent following the Effective Time of the Company Merger. “Section 16 Information” shall mean information regarding the Company Insiders, the number of shares of Company capital stock held by each such Company Insider and expected to be exchanged for Parent Common Stock in connection with the Company Merger, and the number and description of the Company Options held by each such Company Insider and expected to be converted into Parent Options in connection with the Company Merger.
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Parent Insiders. Section 4.1.(a) "Parent Material Adverse Effect" - Section 7.3. "Paying Agent" - Section 5.2.(a) "Pension Plan" - Section 6.8.(b) "Person" - Section 5.2.(b) "Plans" - Section 6.8.(b) "Proxy Statement" - Section 8.6. "Real Property" - Section 6.11. "Representatives" - Section 8.2.(a) "Schedule 14D-1" - Section 1.2. "Schedule 14D-9" - Section 1.3.(b) "SEC" - Section 1.3.(b) and Section 6.5. "Share" - Section 5.1.(a) "Shares" - Section 5.1.(a) "Subsidiary" - Section 6.1. "Superior Proposal" - Section 8.2.(d)(iii) "Surviving Corporation" - Section 2.1. "Takeover Statute" - Section 6.10. "Tax" - Section 6.12. "Tax Return" - Section 6.12. "Taxable" - Section 6.12. "Taxes" - Section 6.12. "Voting Debt" - Section 6.2.
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Related to Parent Insiders

  • Company Insiders means those officers and directors of the Company who are subject to the reporting requirements of Section 16(a) of the Exchange Act as listed in the Section 16 Information.

  • Company Capital Stock means the Company Common Stock and the Company Preferred Stock.

  • Company Stock Plans has the meaning set forth in Section 3.02(b).

  • Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;

  • Company Stock Plan means any stock option plan or other stock or equity-related plan of the Company.