Amendment to the Stockholders Agreement. The Stockholders Agreement is hereby amended as follows:
Amendment to the Stockholders Agreement. The Stockholders Agreement is hereby amended as follows:
a. The first paragraph of Section 6 of the Stockholders Agreement through and including the first colon therein is hereby deleted and replaced in its entirety with the following new first paragraph of Section 6 through the first colon: “During the term of this Agreement, for so long as Xxxxxx Parent, together with its Permitted Transferees, Beneficially Owns Common Stock constituting not less than 50% of the Equity Consideration and Xxxxxx Parent Designees serve as Directors on the Board, neither the Company nor any of its Subsidiaries shall, without the prior written consent of Xxxxxx Parent, which consent shall not be unreasonably withheld, conditioned or delayed, take any of the following actions:”
Amendment to the Stockholders Agreement. The following definition contained in Section 11 of the Stockholders Agreement shall be deleted and replaced in its entirety by the following definition:
Amendment to the Stockholders Agreement. The Stockholders Agreement is hereby amended as follows:
a. Section 6(h) of the Stockholders Agreement is hereby deleted and replaced in its entirety with the following:
Amendment to the Stockholders Agreement. Section 1.1 of the Stockholders Agreement is hereby amended and restated in its entirety and replaced with the following: “Size of the Board. Each Stockholder agrees to vote, or cause to be voted, all Shares (as defined below) owned by such Stockholder, or over which such Stockholder has voting control, from time to time and at all times, in whatever manner as shall be necessary to ensure that the size of the Board shall be set and remain at seven (7) directors. For purposes of this Agreement, the term “Shares” shall mean and include any securities of the Company the holders of which are entitled to vote for members of the Board, including without limitation, all shares of Common Stock, by whatever name called, now owned or subsequently acquired by a Stockholder, however acquired, whether through stock splits, stock dividends, reclassifications, recapitalizations, similar events or otherwise.”
2. The last sentence of Section 1.2(a) of the Stockholders Agreement is hereby deleted in its entirety.
3. The last sentence of Section 1.2(b) of the Stockholders Agreement is hereby deleted in its entirety.
Amendment to the Stockholders Agreement. The Stockholders Agreement is hereby amended as follows:
1.1 Section 4 to the Stockholders Agreement is hereby amended by deleting the first (preamble) paragraph of the Section in its entirety and inserting in lieu thereof the following: "For any period during which - (i) the Investor owns beneficially and/or of record 3% or more of the Corporation's total outstanding voting capital stock, on a fully-diluted basis; and
Amendment to the Stockholders Agreement. The definition of “Restricted Management Stockholders” provided in Section 1.1 of the Stockholders Agreement is hereby amended and restated in its entirety to read as follows:
Amendment to the Stockholders Agreement. The Stockholders Amendment is hereby amended as follows: Section 4 to the Stockholders Agreement is hereby amended by deleting sub-paragraph (ii) in the first (preamble) paragraph of the Section in its entirety and inserting in lieu thereof the following:
Amendment to the Stockholders Agreement. (a) The definition of “Investor” in the Stockholders’ Agreement is hereby amended to collectively refer to Invus, L.P., Invus C.V., Invus Public Equities, L.P., Artal International S.C.A and any of their respective affiliates.
Amendment to the Stockholders Agreement. The Issuers covenant and agree that no later than February 28, 1998, the Stockholders' Agreement shall be amended as follows:
(1) the percentage limitations on ownership of interests in the Corporation shall be increased to 30% from 10%; and (2) the "Book Value" of the Corporation shall be deemed to be one million dollars; and
(3) a representative of Xxxxxxx and a representative of CT shall be nominated and elected to the board of directors of PMN.
