Excluded Group means a "group" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) that includes one or more Excluded Persons; provided that the voting power of the Capital Stock of the Company or Parent "beneficially owned" (as such term is used in Rule 13d-3 promulgated under the Exchange Act) by such Excluded Persons (without attribution to such Excluded Persons of the ownership by other members of the "group") represents a majority of the voting power of the Capital Stock "beneficially owned" (as such term is used in Rule 13d-3 promulgated under the Exchange Act) by such "group."
Excluded Group means each member of the Group which is not a member of the Bank Group.
Excluded Group means a "group" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) that includes one or more Excluded Persons; provided that the voting securities of the Corporation "beneficially owned" (as such term is used in Rule 13d-3 promulgated under the Exchange Act) by such Excluded Persons represents a majority of the voting securities "beneficially owned" (as such term is used in Rule 13d-3 promulgated under the Exchange Act) by such group.
Examples of Excluded Group in a sentence
Fujitsu and Unite will discuss, with the assistance of ACAS, ways in which Fujitsu can provide Unite with information to monitor the implementation of agreements relating to the Excluded Group, any who have asked Fujitsu not to disclose their personal information to Unite, and any who are still within the time limit for objecting to the disclosure of their personal information to Unite.
Immediately prior to the assignment, sale, conveyance, transfer, lease or other disposition of all or substantially all of the assets of the Company to any Person (other than a member of the Excluded Group) unless, immediately following such disposition, the conditions set forth in paragraph (c)(i), (ii) and (iii) above will be satisfied with respect to the entity which acquires such assets.
Among the receivables of loan principal of HK$912.6 million as of December 31, 2022, on December 31, 2022, we acquired a loan portfolio from the Excluded Group at carrying amount of approximately HK$150.1 million.
Sole Source - The CEO or Executive Vice-PresidentCOO must approve the use of all sole-source purchases by approving the sole-source document before any contract is awarded.
In no event shall any Excluded Group Member Subsidiary be required to execute a Securities Pledge Agreement Joinder or otherwise become a Pledgor hereunder.
More Definitions of Excluded Group
Excluded Group means a “group” within the meaning of Section 13(d)(3) of the Exchange Act of which Xxxxxxx Xxxxxxx is a member (i) as a result of Xx. Xxxxxxx entering into a voting agreement or other similar agreement with respect to voting securities of the Company in connection with a transaction that would otherwise constitute a Change in Control of the Company that is approved by the PubliCo Board and which voting or similar agreement Xx. Xxxxxxx entered into with the approval of the PubliCo Board or (ii) as a result of the fact that Xxxxxxx Xxxxxxx indirectly holds or shares dispositive power over voting securities of the Company but neither he nor any Berkman Party has or shares any direct or indirect voting control over such voting securities of the Company or over the voting securities of the entity that directly or indirectly holds or has or shares voting control over such voting securities of the Company.
Excluded Group means a "group" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) that includes one or more Excluded Persons; provided that the voting power of the voting stock of the Company "beneficially owned" (as such term is used in Rule 13d-3 promulgated under the Exchange Act) by such Excluded Persons (without attribution to such Excluded Persons of the ownership by other members of the "group") represents a majority of the voting power of the voting stock "beneficially owned" (as such term is used in Rule 13d-3 promulgated under the Exchange Act) by such group. "Excluded Person" means Xxxxx Xxxxxxxxxx and Xxx Xxxx or any of their affiliates, any spouse or any lineal descendants of Messrs. Xxxxxxxxxx or Arad, and any trust established solely for the benefit of, and any charitable trust or foundation established by, Messrs. Xxxxxxxxxx or Arad or their spouses or lineal descendants and each of their respective affiliates.
Excluded Group means a "group" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) that (i) includes one or more Excluded Persons; provided that the voting power of the voting stock of the Company "beneficially owned" (as such term is used in Rule 13d-3 promulgated under the Exchange Act) by such Excluded Persons (without attribution to such Excluded Persons of the ownership by other members of the "group") represents a majority of the voting power of the voting stock "beneficially owned" (as such term is used in Rule 13d-3 promulgated under the Exchange Act) by such group or (ii) exists solely by virtue of the fact that the members of such group are parties to the Stockholders' Agreement, dated as of October 1, 1998, by and among the Company, Isaac Perlmutter, Avi Arad, Mark Dickstein, The Chasx Xxxxxxxxx Xank, Xxxxan Xxxxxxx & Xx. Incorporated, Whippoorwill Assxxxxxxs Ixxxxxxxated and various other stockholders of the Company, as that agreement may be amended from time to time (the "Stockholders Agreement"). "Excluded Person" means (i) while the Stockholders Agreement is in effect in substantially its current form, any person or entity who or which is a party to the Stockholders Agreement as of the Effective Date and any affiliate of such a party to the Stockholders Agreement who becomes a party to the Stockholders Agreement, and (ii) Isaac Perlmutter and Avi Arad or any of their affiliates.
Excluded Group means a "group" (as such term is used in Rule 13d-5 of the Exchange Act) that includes one or more of the Investors, including, without limitation, for the purpose of this definition only, any party to this Agreement.
Excluded Group means a “group” (as such term is used in Sections 13(d) and 14(d) of the United States Securities Exchange Act of 1934 (the “Exchange Act”)) that includes one or more Excluded Persons; provided that the voting power of the Capital Stock of the Borrower “beneficially owned” (as such term is used in Rule 13(d)-3 promulgated under the Exchange Act) by such Excluded Persons (without attribution to such excluded Persons of the ownership by other member or members of the “group”) represents a majority of the voting power of the Capital Stock “beneficially owned” (as such term is used in Rule 13(d)-3 promulgated under the Exchange Act) by such group;
Excluded Group means those holders of Series B Convertible Preferred Stock of Wyndham listed on Exhibit E hereto and their Affiliates.
Excluded Group means a “group” within the meaning of Section 13(d)(3) of the Exchange Act of which William Berkman is a member (i) as a result of Mr. Berkman entering into a voting agreement or other similar agreement with respect to voting securities of the Company in connection with a transaction that would otherwise constitute a Change in Control of the Company that is approved by the Board and which voting or similar agreement Mr. Berkman entered into with the approval of the Board or (ii) as a result of the fact that William Berkman indirectly holds or shares dispositive power over voting securities of the Company but neither he nor any Berkman Party has or shares any direct or indirect voting control over such voting securities of the Company or over the voting securities of the entity that directly or indirectly holds or has or shares voting control over such voting securities of the Company.