Required Seller Vote definition

Required Seller Vote means approval of the transactions contemplated by this Agreement by the requisite number of the votes cast by Seller Shareholders at the Seller Meeting, in person or by proxy.
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Required Seller Vote. Section 3.01(jj)
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Required Seller Vote shall have the meaning specified in Section 4.2.
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Examples of Required Seller Vote in a sentence

  • Each of Seller and Seller Sub has the right, power, authority and capacity to execute and deliver this Agreement and, subject to obtaining the Required Seller Vote, the obtaining of appropriate approvals by Regulatory Authorities and Governmental Authorities and the expiration of applicable regulatory waiting periods, to perform its obligations under this Agreement.

  • Seller Unitholders representing the Required Seller Vote shall have executed and delivered a Consent in form and substance satisfactory to the Seller and MDEX.

  • Seller, acting through the Seller Boards, shall, in accordance with the Seller Articles, convene and hold the Seller Shareholders Meeting for the purpose of obtaining the Required Seller Vote within 35 days after publishing the Shareholder Circular unless Seller is prevented from doing so by applicable Law or circumstances not within the reasonable control of Seller.

  • Each of Seller and Seller Sub has the right, power, authority and capacity to execute and deliver this Agreement and, subject to obtaining the Required Seller Vote, the obtaining of appropriate approvals, consents, or waivers from Regulatory Authorities and Governmental Authorities and the expiration of applicable regulatory waiting periods, to perform its obligations under this Agreement.

  • This Agreement may be amended by action taken by Seller, Parent and Purchaser at any time before or after approval of the transactions contemplated by this Agreement by the Required Seller Vote but, after any such approval, no amendment shall be made which requires the approval of the shareholders of Seller under applicable Law without such approval.

  • No other corporate proceedings on the part of Seller are necessary to authorize this Agreement or to consummate the transactions contemplated hereby other than the Required Seller Vote.

  • Except as otherwise permitted by Section 6.04, each of the Seller Boards shall recommend approval of this Agreement and the transactions contemplated hereby, which recommendation will be included in the Shareholder Circular, and shall use their reasonable best efforts to solicit the approval of the shareholders of Seller in connection with the Required Seller Vote.

  • This Agreement and the Acquisition shall have been approved and adopted by the Required Seller Vote.

  • The execution, delivery and performance by each of Seller and Seller Subsidiary of each Transaction Document delivered or to be delivered by it and the consummation by each of Seller and Seller Subsidiary of the Transaction has been duly authorized by all necessary and proper action on the part of Seller or Seller Subsidiary, as the case may be, except for the Required Seller Vote.

  • Seller shall have obtained the Required Seller Vote, the approval of the board of directors of Seller, and any other Consents and approvals required under applicable Legal Requirements or the certificate of incorporation, bylaws and any other applicable Charter Document or Contracts of Seller for this Agreement and the Transaction; and such Consents and approvals shall not have been superseded and shall be fully effective at Closing.


More Definitions of Required Seller Vote

Required Seller Vote. Section 3.01(ii) “Retention Bonus” — Section 6.02(d)(i)
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Related to Required Seller Vote

  • Required Vote has the meaning ascribed thereto in Section 2.2(b);

  • Required Consents shall have the meaning set forth in Section 4.5.

  • Required Consent has the meaning set forth in Section 4.4.

  • Required Shareholder Approval has the meaning in Section 2.20.

  • Majority Shareholder Vote means a vote of “a majority of the outstanding voting securities” (as such term is defined in the 0000 Xxx) of the Trust with each class and series of Shares voting together as a single class, except to the extent otherwise required by the 1940 Act or this Declaration with respect to any one or more classes or series of Shares, in which case the applicable proportion of such classes or series of Shares voting as a separate class or series, as the case may be, also will be required.

  • Required Consenting Noteholders means, as of the relevant date, Consenting Noteholders that collectively hold at least 75% of the aggregate outstanding principal amount of the Notes Claims held by all such Consenting Noteholders.

  • Requisite Company Vote has the meaning set forth in Section 3.03(a).

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

  • Required Coupon With respect to the Mortgage Loans in Loan Group 1 and Loan Group 2, 6.00% per annum.

  • Seller Consents has the meaning set forth in Section 3.03.

  • Requisite Shareholder Approval shall have the meaning set forth in Section 4.3(a).

  • Parent Shareholder Approval means the approval of (a) the Parent Share Issuance at the Parent Shareholders Meeting by the affirmative vote of a majority of the total votes cast by the holders of Parent Common Stock entitled to vote thereon, (b) the Parent Charter Amendment at the Parent Shareholders Meeting by the affirmative vote of a majority of the shares of Parent Common Stock outstanding and entitled to vote thereon and (c) the Parent Bylaw Amendment at the Parent Shareholders Meeting by the affirmative vote of a majority of the outstanding shares of Parent Common Stock entitled to vote thereon.

  • Disinterested Shareholder Approval means approval by a majority of the votes cast by all the Company’s shareholders at a duly constituted shareholders’ meeting, excluding votes attached to Common Shares beneficially owned by Insiders who are Service Providers or their Associates;

  • Stockholder Approval means such approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market (or any successor entity) from the stockholders of the Company with respect to issuance of all of the Warrants and the Warrant Shares upon the exercise thereof.

  • Required Approval has the meaning specified in Section 2.2(b).

  • HSR Approval means expiration of all applicable waiting periods under the HSR Act (including any voluntary agreed extensions) or earlier termination thereof.

  • Seller Closing Certificate has the meaning set forth in Section 7.02(d).

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Required Approvals shall have the meaning ascribed to such term in Section 3.1(e).

  • Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.

  • Material Consents as defined in Section 7.3.

  • Governmental Consents has the meaning set forth in Section 3.5.

  • Buyer Closing Certificate has the meaning set forth in Section 7.03(d).

  • Required Transaction means any transaction involving a Swap that is subject to the trade execution requirement of Section 2(h)(8) of the Act.