Additional Common Holders. The Company shall cause each person or entity hereafter becoming a holder of shares of the Company’s Common Stock to become a party to this Agreement as a “Common Holder,” subject to all applicable terms and provisions hereof, by having such holder execute a signature page hereto and amending Exhibit A pursuant to Section 9.3 below.
Additional Common Holders. In the event that after the date of this Agreement, the Company issues shares of Common Stock to any officer of the Company or to any other individual, which shares would collectively constitute with respect to such individual (taking into account all shares of Common Stock, options and other purchase rights held by such individual) [***] or more of the Company’s then outstanding Common Stock (treating for this purpose all shares of Common Stock issuable upon exercise of or conversion of outstanding options, warrants or convertible securities, as if exercised or converted), the Company shall, as a condition to such issuance, cause such officer of the Company or such other individual to execute a counterpart signature page hereto as a Common Holder, and such person shall thereby be bound by, and subject to, all the terms and provisions of this Agreement applicable to a Common Holder. Notwithstanding Section 10 of this Agreement, no consent shall be necessary to add such additional Common Holders as signatories to this Agreement and update Schedule A accordingly.
Additional Common Holders. In the event that after the date of this Agreement, the Company issues shares of capital stock to any employee or consultant, which shares constitute two percent (2%) or more of the Company’s then outstanding capital stock (treating for this purpose all shares of Common Stock issuable upon exercise of or conversion of outstanding options, warrants or convertible securities, as if exercised or converted), the Company shall use its best efforts to cause such person to execute a counterpart signature page hereto as a “Stockholder”, and such person shall thereby be bound by, and subject to, all the terms and provisions of this Agreement applicable to a Stockholder. In addition, with the consent of the Company, any other Stockholder may become a party to this Agreement as an “Other Stockholder” by executing and delivering a counterpart signature page hereto to the Company, and such person shall thereby be bound by, and subject to, all the terms and provisions of this Agreement applicable to an Other Stockholder; provided that no such joinder shall be effective unless and until accepted in writing by the Company. No action or consent by the other parties to this Agreement shall be required for such joinder to this Agreement by such additional Other Stockholder, and upon any such joinder, the Company shall update Schedule C hereto to reflect the addition of such Other Stockholder as a party hereto.
Additional Common Holders. The Company shall use its reasonable best efforts to have all officers and holders of at least one percent (1%) of the Company’s Common Stock (including holders of Common Stock issued or issuable upon conversion of Preferred Stock) become a party to this Agreement by executing the Joinder Agreement attached as Exhibit E to the Purchase Agreement.
Additional Common Holders. Notwithstanding Section 6.7, in the event that after the date of this Agreement, the Company enters into an agreement with any person to issue shares of Common Stock or options or restricted stock units to acquire Common Stock to such person, following which such Person shall hold shares of Common Stock constituting one percent (1%) or more of the Company’s then outstanding capital stock (treating for this purpose all shares of Common Stock issuable upon exercise of or conversion of outstanding options, restricted stock units, warrants or convertible securities, as if exercised and/or converted or exchanged), then, the Company shall cause such Person, as a condition precedent to entering into such agreement, to become a party to this Agreement by executing an Adoption Agreement in the form attached hereto as Exhibit A, agreeing to be bound by and subject to the terms of this Agreement as a Stockholder and thereafter such person shall be deemed a Common Holder and Stockholder for all purposes under this Agreement. No action or consent by the Stockholders shall be required for such joinder to this Agreement by such additional Common Holder.
Additional Common Holders. In the event that after the date of this Agreement, the Company issues shares of capital stock (or an option or similar agreement to purchase capital stock) to any person which shares constitute 1% or more of the Company’s then outstanding capital stock (on a fully-diluted and as-converted or exercised basis), the Company shall use reasonable efforts to cause such person to execute a counterpart signature page hereto as a Common Holder, and such person shall thereby be bound by, and subject to, all the terms and provisions of this Agreement applicable to a Common Holder.
Additional Common Holders. Notwithstanding anything to the contrary contained herein, if the Company shall issue additional shares of Common Stock, any purchaser (who is not already a party to this Agreement or an Investor) of such shares of Common Stock shall become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement and upon execution and delivery thereof shall be deemed a Common Holder hereunder.
Additional Common Holders. In the event that after the date of this Agreement, the Company issues shares of Common Stock, or options to purchase Common Stock, to any employee or consultant, which shares or options would collectively constitute with respect to such employee or consultant (taking into account all shares of Common Stock, options and other purchase rights held by such employee or consultant) one percent (1%) or more of the Company’s then outstanding Common Stock (treating for this purpose all shares of Common Stock issuable upon exercise of or conversion of outstanding options, warrants or convertible securities, as if exercised or converted), the Company shall, as a condition to such issuance, cause such employee or consultant to execute a counterpart signature page hereto as a Common Holder, and such person shall thereby be bound by, and subject to, all the terms and provisions of this Agreement applicable to a Common Holder.
Additional Common Holders. Notwithstanding anything to the contrary contained herein, the parties hereby agree that if, upon the issuance of Common Stock or options to purchase Common Stock on or after the date hereof, a holder of such Common Stock and/or options to purchase Common Stock would own in excess of 1% of the Company’s capital stock on a fully-diluted as-converted to Common Stock basis (assuming the conversion of all outstanding Preferred Stock to Common Stock and the exercise of all outstanding options and warrants to purchase Common Stock), as a condition precedent to such issuance, such holder shall become a party to this Agreement by executing and delivering an additional counterpart signature page hereto and shall be deemed a “Common Holder” hereunder.
Additional Common Holders. The parties hereto acknowledge and the Company agrees that in the event any holder of an option to purchase shares of Common Stock exercises such option or any person otherwise acquires any shares of Common Stock (other than an existing Stockholder party to this Agreement or as provided in Section 8.14), such that such person owns (or has the right to acquire, whether immediately or with the passage of time) one percent (1%) or more of the then outstanding shares of Common Stock on a fully-diluted basis, the Company shall use reasonable efforts to cause such person, as a condition precedent to the issuance of such shares of Common Stock, to deliver to the Company an agreement, in form satisfactory to the Company, pursuant to which such person (i) becomes a party to this Agreement and (ii) has the same rights and obligations as those of a “Common Holder” hereunder; provided, that any such issuance shall be subject to compliance with the other provisions of this Agreement and of the Restated Charter.
