New York Ratification of change in control agreements with copy of form of change in control agreement
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How to fill out Ratification Of Change In Control Agreements With Copy Of Form Of Change In Control Agreement?
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(c) ?Change of Control? means: (i) a sale of all or substantially all of the assets of the Company; (ii) the acquisition of more than 50% of the voting power of the outstanding securities of the Company by another entity by means of any transaction or series of related transactions (including, without limitation, ...
Change of Control Threshold means (i) prior to the Dual Class Voting Elimination Date, 30% of the voting rights attached to all outstanding shares of the Parent Guarantor, and (ii) thereafter, 50% of the voting rights attached to all outstanding shares of the Parent Guarantor.
Parties normally seek to include provisions in an agreement that allow for either termination or an adjustment of their rights, such as payment, upon a change of structure or ownership of the other party. This is known as a ?change of control? clause.
Also known as change of control. A provision in an agreement giving a party certain rights (such as consent, payment or termination) in connection with a change in ownership or management of the other party to the agreement.
Change in control agreements are contracts that outline pay and benefits an executive will receive in the event of a change in company ownership. They are also sometimes known as ?golden parachutes,? as they provide protection for executives if they are forced out after a company takeover.
A party may try to ensure that the other party seeks consent to make the change and maintain the agreement, or provide some form of payment as compensation for the change, while retaining the right to terminate the agreement.
A contractual provision which gives a party to an agreement enhanced protection if the controlling shareholding of the other party is transferred.