Additional Key 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 Key Holder, and such person shall thereby be bound by, and subject to, all the terms and provisions of this Agreement applicable to a Key Holder.
Additional Key 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, convertible securities, preferred stock, as if exercised (if applicable) or converted and including all shares reserved for issuance pursuant to an equity incentive plan), the Company shall, as a condition to such issuance, cause such employee or consultant to execute a counterpart signature page hereto as a Key Holder, and such person shall thereby be bound by, and subject to, all the terms and provisions of this Agreement applicable to a Key Holder.
Additional Key Holders. In the event that after the date of this Agreement the Company issues Common Stock to any Person who is not currently a Key Holder, such that such Person subsequently holds at least one percent (1%) of the Capital Stock, the Company shall, as a condition to such issuance, cause such Person to execute a counterpart signature page hereto as a Key Holder, and such person shall thereby be bound by, and subject to, all the terms and provisions of this Agreement applicable to a Key Holder.
Additional Key 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 of the Company, 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 (an “Additional Holder”) to execute a counterpart signature page hereto as a Key Holder, and such person shall thereby be bound by, and subject to, all the terms and provisions of this Agreement applicable to a Key Holder. This Agreement, including EXHIBIT A and EXHIBIT B hereto, shall be amended by the Company without the consent of the Key Holders or the Investors to include any Additional Holders as “Key Holders.”
Additional Key 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) ten percent (10%) 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 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 Key Holder and thereafter such employee or consultant shall be deemed a Key Holder for all purposes under this Agreement.
Additional Key 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 Key Holder, and such Person shall thereby be bound by, and subject to, all the terms and provisions of this Agreement applicable to a Key Holder. Notwithstanding Section 6.9 of this Agreement, no consent shall be necessary to add such additional Key Holders as signatories to this Agreement and update Schedule B accordingly. The parties have executed this Right of First Refusal and Co-Sale Agreement as of the date first written above. COMPANY: ENERGY EXPLORATION TECHNOLOGIES INC. By /s/ Xxxxxx Xxxx Xxxxxx Xxxx Its Chief Executive Officer ENERGY EXPLORATION TECHNOLOGIES INC. SIGNATURE PAGE TO RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT KEY HOLDERS: /s/ Xxxxxx Xxxx XXXXXX XXXX XXXX GLOBAL MANAGEMENT LLC By /s/ Xxxxxx Xxxx Xxxxxx Xxxx Its Sole Member /s/ Xxxx Xxxxxxxxxx XXXX XXXXXXXXXX /s/ Xxxx Xxxxx XXXX XXXXX /s/ Xxxxxxxx Xxxxxxxx XXXXXXXX XXXXXXXX RJW CONSULTING LLC By /s/ Xxxxxx Xxxx Xxxxxx Xxxx Its Sole Member ENERGY EXPLORATION TECHNOLOGIES INC. SIGNATURE PAGE TO RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT INVESTOR: GENERAL MOTORS VENTURES LLC By /s/ Xxxx Xxxxxxxx Xxxx Xxxxxxxx Its President ENERGY EXPLORATION TECHNOLOGIES INC. SIGNATURE PAGE TO RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT INVESTOR: XXXX GLOBAL MANAGEMENT LLC By /s/ Xxxxxx Xxxx Xxxxxx Xxxx Its Sole Member ENERGY EXPLORATION TECHNOLOGIES INC. SIGNATURE PAGE TO RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT INVESTOR: ZEN VENTURES INC. By /s/ Xxxxxx Xxx Name: Xxxxxx Xxx Title: President ENERGY EXPLORATION TECHNOLOGIES INC. SIGNATURE PAGE TO RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT INVESTOR: /s/ Xxxxxxx Xxxx XXXXXXX XXXX ENERGY EXPLORATION TECHNOLOGIES INC. SIGNATURE PAGE TO RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT INVESTO...
Additional Key Holders. In the event that after the date of this Agreement, the Company issues Common Shares, or options to purchase Common Shares, to any employee or consultant, which Common Shares or options would collectively constitute with respect to such employee or consultant (taking into account all Common Shares, options and other purchase rights held by such employee or consultant) 1% or more of the Company’s then outstanding equity interests, the Company shall, as a condition to such issuance, cause such employee or consultant to execute a counterpart signature page hereto as a Key Holder, and such Person shall thereby be bound by, and subject to, all the terms and provisions of this Agreement applicable to a Key Holder. [***] = Portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment requested under 17 C.F.R. Sections 200.80(b)(4) and 230.406.
Additional Key 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, the Company may, as a condition to such issuance of shares or exercise of an option to purchase shares, cause such employee or consultant to execute a counterpart signature page hereto (or other joinder agreement acceptable to the Company) as a Key Holder, and such Person shall thereby be bound by, and subject to, all the terms and provisions of this Agreement applicable to a Key Holder. Notwithstanding the foregoing, the Company’s obligations under this Section 7.18 shall only relate to employees or consultants which, taking into account all shares of Common Stock held by such employee or consultant, hold one percent (1%) or more of the Company’s then outstanding Common Stock. The Company shall be permitted to cause any other holder of Common Stock to execute a counterpart signature page hereto (or other joinder agreement acceptable to the Company) as a Key Holder, and such Person shall thereby be bound by, and subject to, all the terms and provisions of this Agreement applicable to a Key Holder.
Additional Key Holders. In the event that after the date of this Agreement, the Company issues to any Person shares of its capital stock, or options to purchase its capital stock, that represent 1% or more of the Company’s fully diluted capitalization, the Company shall, as a condition to such issuance, cause such Person to execute and deliver an Adoption Agreement, and such person shall thereby be bound by, and subject to, all the terms and provisions of this Agreement applicable to a Key Holder.
Additional Key Holders. In the event that after the date of this Agreement, the Corporation issues shares of capital stock to any person or entity, which shares constitute one percent (1%) or more of the Corporation’s then outstanding capital stock (including all shares of Common Stock issuable upon exercise of or conversion of outstanding options, warrants or convertible securities, as if exercised or converted), the Corporation shall, as a condition to such issuance, cause such person or entity to execute an instrument of adherence hereto, as a Key Holder, in a form approved by the Board, and such person or entity shall thereby be bound by, and subject to, all the terms and provisions of this Agreement applicable to a Key Holder.
