ROCKWELL COLLXXX XXXMON STOCK means, collectively, the Common Stock, par value $.01 per share, of Rockwell Collxxx xxx the related Rights.
Xxxxxxx Group means (i) any member of the Xxxxxxx Family, (ii) Xxxxxxx Energy Partners I, LP and SEP Management I, LLC, (iii) Xxxxxxx Parent, (iv) Xxxxxxx Investor, (v) Xxxxxxx Production Partners LP, (vi) Xxxxxxx Oil & Gas Corporation, (vii) Blackstone Newco and (viii) any Person Controlled by any one or more of the foregoing (other than the General Partner, the Partnership or any of their respective Subsidiaries).
Xxxxxx Group shall have the meaning set forth in Section 9.2(b) hereof.
Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).
Best available control technology or “BACT” means an emissions limitation, including a visible emissions standard, based on the maximum degree of reduction for each regulated NSR pollutant which would be emitted from any proposed major stationary source or major modification which the reviewing authority, on a case-by-case basis, taking into account energy, environmental, and economic impacts and other costs, determines is achievable for such source or modification through application of production processes or available methods, systems, and techniques, including fuel cleaning or treatment or innovative fuel combination techniques for control of such pollutant. In no event shall application of best available control technology result in emissions of any pollutant which would exceed the emissions allowed by any applicable standard under 567—subrules 23.1(2) through 23.1(5) (standards for new stationary sources, federal standards for hazardous air pollutants, and federal emissions guidelines), or federal regulations as set forth in 40 CFR Parts 60, 61 and 63 but not yet adopted by the state. If the department determines that technological or economic limitations on the application of measurement methodology to a particular emissions unit would make the imposition of an emissions standard infeasible, a design, equipment, work practice, operational standard or combination thereof may be prescribed instead to satisfy the requirement for the application of best available control technology. Such standard shall, to the degree possible, set forth the emissions reduction achievable by implementation of such design, equipment, work practice or operation and shall provide for compliance by means which achieve equivalent results.
Company Stock Option means any option to purchase Company Common Stock granted under any Company Stock Plan.
Coop Shares Shares issued by a Cooperative Corporation.
Parent Stock Plan has the meaning set forth in Section 6.2(a).
Xxxxx Group means Xxxxx and any Affiliate of Xxxxx.
Purchased Stock means a right to purchase Common Stock granted pursuant to Article IV of the Plan.
Company Securities means (i) the Common Stock, (ii) securities convertible into or exchangeable for Common Stock and (iii) any options, warrants or other rights to acquire Common Stock.
Company Stock Plan means any stock option plan or other stock or equity-related plan of the Company.
Parent Stock Option means any option to purchase Parent Common Stock granted under any Parent Stock Plan.
Number of Option Shares means shares of Stock, as adjusted from time to time pursuant to Section 9.
Employee Share Scheme means a scheme established by a company, whether by means of a trust or otherwise, for the purpose of offering 10 participation therein solely to employees and officers of the company or a subsidiary of the company, either—
Company Shares means the common shares in the capital of the Company;
Company Preferred Shares shall have the meaning set forth in Section 4.2(a).
Company Security means any class or series of equity or voting interest in the Company (but excluding any options, rights, warrants and appreciation rights relating to an equity or voting interest in the Company), including Common Shares and the Voting Share.
Stock Election Shares shall have the meaning set forth in Section 3.2.1.
Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.
Purchased Shares has the meaning set forth in Section 2.01.
Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.
Parent Stock Plans has the meaning set forth in Section 4.5(a).
Restricted Stock Plan means either the RPM International Inc. 1997 Restricted Stock Plan or the RPM International Inc. 2007 Restricted Stock Plan and any successor plan or arrangement to either of such plans, but shall not be deemed to mean or include the Omnibus Plan.
Company Stock Plans has the meaning set forth in Section 3.02(b).