Examples of Voting Securities of the Company in a sentence
Without limiting the foregoing, a person who, directly or indirectly, through any contract, arrangement, understanding, relationship or otherwise has or shares the power to vote, or to direct the voting of, or to dispose, or to direct the disposition of, Common Stock or other Voting Securities of the Company shall be deemed the beneficial owner of such Common Stock or Voting Securities.
Notwithstanding the foregoing, the Board of Directors shall not be empowered to effect such exchange at any time after any Person (other than an Exempted Person), together with all Affiliates and Associates of such Person, becomes the Beneficial Owner of Voting Securities of the Company then outstanding representing 50% or more of the Voting Power of the Company.
Such Stockholder is not a party to any voting trust, proxy or other agreement or understanding with respect to Voting Securities of the Company (other than this Agreement).
Each Stockholder hereby revokes any and all previous proxies granted with respect to matters set forth in Section 3.1. Except as contemplated hereby, no Stockholder shall, directly or indirectly, grant any proxies or powers of attorney, deposit, or enter into a voting agreement with respect to, any Voting Securities of the Company with respect to matters set forth in Section 3.1.
In addition, a Participant who owns (taking into account Section 424(d) of the Code) more than 10% of the Voting Securities of the Company or any of its Subsidiaries shall not be eligible for the grant of an Incentive Stock Option unless the requirements set forth in Section 422(c)(5) of the Code are satisfied.
For purposes of this Agreement, "Successor" shall mean any Person that succeeds to, or has the practical ability to control (either immediately or with the passage of time), the Bank's business directly, by merger or consolidation, or indirectly, by purchase of the Voting Securities of the Company or the Bank or otherwise.
The sale or other disposition of all or substantially all of the assets of the Company (on a consolidated basis) to any Person other than (x) the Company, (y) an employee benefit plan (or a trust forming a part thereof) maintained by the Company or (z) a Person whose Voting Securities immediately following such sale or disposition will be owned by the holders of the outstanding Voting Securities of the Company immediately prior thereto, in substantially the same proportions.
All purchases of Voting Securities of the Company by ADLT, its affiliated entities and the Trust shall be made in compliance with applicable laws and regulations.
Each of the Purchaser and the General Partner covenants and agrees that, until the Release Date occurs, no member of the Restricted Group shall deposit any Voting Securities of the Company into a voting trust or subject any Voting Securities of the Company to any arrangement or agreement with respect to the voting thereof.
Notwithstanding anything to the contrary in this Agreement or any Transaction Document, the Investors together with their Affiliates shall not have the ability to exercise any voting rights of any Securities in excess of 24.9% of the total outstanding Voting Securities of the Company.