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Foreign Person
Foreign Person contract clause examples

Person. The term “Person” shall have the meaning given in Section 3(a)(9) of the Exchange Act, as modified and used in [Sections 13(d) and 14(d)])] thereof, except that such term shall not include # the Company or any of its subsidiaries, # a trustee or other fiduciary holding securities under an employee benefit plan of the Company or any of its Affiliates, # an underwriter temporarily holding securities pursuant to an offering of such securities, # a corporation owned, directly or indirectly, by the stockholders of the Company in substantially the same proportions as their ownership of stock of the Company or # any individual, entity or group which is permitted to, and actually does, report its Beneficial Ownership on [Schedule 13G] (or any successor schedule); provided that if any such individual, entity or group subsequently becomes required to or does report its Beneficial Ownership on [Schedule 13D] (or any successor schedule), such individual, entity or group shall be deemed to be a Person for purposes hereof on the first date on which such individual, entity or group becomes required to or does so report Beneficial Ownership of all of the voting securities of the Company Beneficially Owned by it on such date.

Person” shall have the meaning given in Section 3(a)(9) of the Exchange Act, as modified and used in [Sections 13(d) and 14(d)])] thereof, except that such term shall not include # the Company or any of its subsidiaries, # a trustee or other fiduciary holding securities under an employee benefit plan of the Company or any of its Affiliates, # an underwriter temporarily holding securities pursuant to an offering of such securities, or # a corporation owned, directly or indirectly, by the shareholders of the Company in substantially the same proportions as their ownership of stock of the Company, or # any individual or entity (including the trustees (in such capacity) of any such entity which is a trust) which as of the effective date of the Plan is, directly or indirectly, the Beneficial Owner of securities of the Company representing 5% or more of the combined voting power of the Company’s then outstanding securities or any Affiliate of any such individual or entity, including, for purposes of this Plan, any of the following: # any trust (including the trustees thereof in such capacity) established by or for the benefit of any such individual; # any charitable foundation (whether a trust or a corporation, including the trustees or directors thereof in such capacity) established by any such individual; # any spouse of any such individual; # the ancestors (and spouses) and lineal descendants (and spouses) of such individual and such spouse; # the brothers and sisters (whether by the whole or half blood or by adoption) of either such individual or such spouse; or # the lineal descendants (and their spouses) of such brothers and sisters.

The term “person” shall have the meaning given in section 3(a)(9) of the Securities Exchange Act of 1934, as modified and used in [sections 13(d) and 14(d)])] thereof, except that such term shall not include # the Company or any of its subsidiaries, # a trustee or other fiduciary holding securities under an employee benefit plan of the Company or any of its affiliates, # an underwriter temporarily holding securities pursuant to an offering of such securities, # a corporation owned, directly or indirectly, by the shareholders of the Company in substantially the same proportions as their ownership of the Company, or # a person or group as used in Rule 13d-1(b) under the Securities Exchange Act of 1934.

Person” shall have the meaning as set forth in Sections 13(d) and 14(d) of the Exchange Act; provided, however, that Person shall exclude # the Company, # any Subsidiary of the Company, # any employee benefit plan of the Company or Subsidiary of the Company or of any corporation owned, directly or indirectly, by the shareholders of the Company in substantially the same proportions as their ownership of stock of the Company, and # any trustee or other fiduciary holding securities under an employee benefit plan of the Company or Subsidiary of the Company or of a corporation owned, directly or indirectly, by the shareholders of the Company in substantially the same proportions as their ownership of stock of the Company.

(B) “Person” shall have the meaning as set forth in Sections 13(d) and 14(d) of the Exchange Act; provided, however, that Person shall exclude # the Company, # any trustee or other fiduciary holding securities under an employee benefit plan of the Company, and # any corporation owned, directly or indirectly, by the stockholders of the Company in substantially the same proportions as their ownership of stock of the Company.

(i) “Person” for purposes of the definition of Beneficial Owner set forth above, will have the meaning as set forth in Sections 13(d) and 14(d) of the Exchange Act; provided, however, that Person will exclude # the , # any trustee or other fiduciary holding securities under an employee benefit plan of the , and # any corporation owned, directly or indirectly, by the stockholders of the in substantially the same proportions as their ownership of stock of the .

Person” shall have the meaning as set forth in Sections 13(d) and 14(d) of the Exchange Act; provided, however, that Person shall exclude # the Company, # any trustee or other fiduciary holding securities under an employee benefit plan of the Company, and # any corporation owned, directly or indirectly, by the stockholders of the Company in substantially the same proportions as their ownership of stock of the Company.

(ii) “Person” shall have the meaning as set forth in Sections 13(d) and 14(d) of the Securities Exchange Act of 1934, as amended; provided, however, that “Person” shall exclude # the Company, # any trustee or other fiduciary holding securities under an employee benefit plan of the Company, and # any corporation owned, directly or indirectly, by the stockholders of the Company in substantially the same proportions as their ownership of stock of the Company.

For purposes of this Section 2.1(g), "Person" means any individual, entity or group (within the meaning of Section 13(d)(3) of the Exchange Act), other than any employee benefit plan (or related trust) sponsored or maintained by the Company or any affiliated company, and "beneficial ownership" has the meaning given the term in Rule 13d-3 under the Exchange Act.

For purposes of [subsection 2.f])iii)) above, the term “person” shall have the same meaning as when used in Sections 13(d) and 14(d) of the Exchange Act but shall exclude # a trustee or other fiduciary holding securities under an employee benefit plan maintained by the Company or a Parent or Subsidiary and # a corporation owned directly or indirectly by the stockholders of the Company in substantially the same proportions as their ownership of the Stock.

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