Actions Requiring Stockholder Approval. Each Investor Party hereby agrees that, so long as both Investor Parties continue to maintain beneficial ownership (as determined under Rule 13d-3 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) of at least 5% of the then outstanding Common Stock (the “Minimum Equity Holdings”), upon notice that there will be any action or item that requires a vote of the holders of the Common Stock, the Investor Parties shall confer and discuss such matters and attempt to reach a unanimous decision with respect to such impending vote. However, if the Investor Parties are not able to agree on any item or issue, there shall be no further consequence to either Investor Party under this Agreement.
Actions Requiring Stockholder Approval. Notwithstanding that a lesser percentage vote may be specified by Law, by the Certificate of Incorporation or Bylaws, or otherwise, the Company and the Stockholders agree that:
Actions Requiring Stockholder Approval. (1) Notwithstanding anything to the contrary contained in these Bylaws or that a lesser percentage vote or consent may be required under the DGCL or other applicable law, until the earlier of (i) the date the Common Stock is listed on a national securities exchange in the United States (a “Listing”) or (ii) the consummation of the first public offering and sale of Common Stock (other than on Forms S-4 or S-8 or their equivalent), pursuant to an effective registration statement under the Securities Act (an “IPO”), the Corporation shall not, and shall not permit or cause any of its subsidiaries to, cause or engage in any of the following transactions or take any of the following actions, without first obtaining (in addition to authorization by the Board of Directors) Majority Stockholder Approval, and any such transaction or action shall not be authorized unless and until such approval is obtained:
