Amendments to Stockholders Agreement Sample Clauses
Amendments to Stockholders Agreement. The Stockholders Agreement is ------------------------------------ hereby amended as of date hereof to amend and revise Section 6.1(a) to read in its entirety as follows:
Amendments to Stockholders Agreement. The Stockholders Agreement is hereby amended to add the following Section 2.3:
Amendments to Stockholders Agreement. The Stockholders Agreement is hereby amended as follows:
(a) A new Section 1(aaaa) shall be added as follows: “‘Pacira Director’ shall have the meaning set forth in Section 2.2(b)(iii).”
(b) Section 1.1(uu) shall be amended to replace “Section 2.2(b)(ii)” with Section 2.2(b)(ii)
(c) Section 1.1(ppp) shall be amended to replace “Section 2.2(b)(ii)” with “Section 2.2(b)(iii).”
(d) A new Section 1(cccc) shall be added as follows: “‘Standstill Period’ shall have the meaning set forth in Section 3.8.”
(e) Section 2.2(b) shall be amended and restated in its entirety as follows:
Amendments to Stockholders Agreement a. Effective as of the date hereof, the parties agree that subparagraph (i) of Section 2.1 of the Stockholders Agreement is amended and restated to read as follows: “In any matter submitted to a vote of shareholders not subject to Section 2.1(g) or 2.1(h), the Investor may vote any or all of its Voting Securities in its sole discretion, subject to applicable Law.”
b. Effective upon the completion of the Broadband Spin-Off (and subject to the consummation of the Broadband Spin-Off), Section 6.5 of the Stockholders Agreement is hereby amended and restated as follows:
Amendments to Stockholders Agreement. The Stockholders Agreement is hereby amended as follows:
(a) A new Section 1(aaaa) shall be added as follows: “‘Pacira Director’ shall have the meaning set forth in Section 2.2(b)(iii).”
(b) Section 1.1(uu) shall be amended to replace “Section 2.2(b)(ii)” with Section 2.2(b)(ii)
(c) Section 1.1(ppp) shall be amended to replace “Section 2.2(b)(ii)” with “Section 2.2(b)(iii).”
(d) A new Section 1(cccc) shall be added as follows: “‘Standstill Period’ shall have the meaning set forth in Section 3.8.”
(e) Section 2.2(b) shall be amended and restated in its entirety as follows: “Series B Directors. On all matters relating to the election of the class of directors designated in the Certificate as being elected only by the holders of Series B Preferred Stock, the Series B Holders shall vote all of their respective Voting Securities (or shall consent pursuant to an action by written consent of the stockholders of the Company) so as to elect as members of the Board:
(i) one individual nominated in writing by HighCape (the ‘HighCape Director’), who initially shall be Xxxxx Xxxxx, for so long as HighCape and its Affiliates continue to own beneficially (a) at least ten percent (10%) of the outstanding shares of Series B Preferred Stock or (b) at least seventy-five percent (75%) of the shares of Series B Preferred Stock that HighCape purchased under the Purchase Agreement;
(ii) one individual nominated in writing by Signet (the ‘Signet Director’), who initially shall be Xxxxxx Xxxxxxxx, for so long as Signet and its Affiliates continue to own beneficially (a) at least ten percent (10%) of the outstanding shares of Series B Preferred Stock or (b) at least seventy-five percent (75%) of the shares of Series B Preferred Stock that Signet purchased under the Purchase Agreement; and
(iii) one individual nominated in writing by Pacira (the ‘ Pacira Director’ and, together with the HighCape Director and the Signet Director, the ‘Series B Directors’), who initially shall be Xxxxxx X. Xxxxx, Xx., for so long as Pacira continues to own beneficially at least fifty percent (50%) of the Shares that Pacira purchased under the Pacira Purchase Agreement; provided, however, that no Pacira Director shall serve as a director of any company that is or becomes a competitor of the Company. For purposes of this Agreement, the Series A Directors and the Series B Directors shall together be referred to as the ‘Preferred Directors.’ provided, however, this Section 2.2(b) shall terminate simultane...
Amendments to Stockholders Agreement. (a) All references to "Stockholder" or Stockholders" in the Stockholders' Agreement shall be deemed to include Nitzberg, and the respectxxx xxxxnitions of those terms are each hereby amended to include Nitzberg.
(b) Xxxxxxle A to the Stockholders' Agreement is hereby amended to add the name and address of Nitzberg as follows: Mark Nitzberg 00 Xxxx Xxxx West Xxxxx Xxxxx, Xxx Xxxxxx 00000
(x) Xxxxxxxg shall be a member xx xxx Robert Chestnov Stockholxxx Xxxxx xxx, xn that regard, Schedule B to the Stockholders' Agreement is hereby amended to add the name "Mark Nitzberg" to the exx xx xxx xage captioned "ROBERT CHESTNOV STOCKHOLDXX XXXXX".
Amendments to Stockholders Agreement. Section 5.11 of the Stockholders' Agreement is hereby amended and restated to read in its entirety as follows:
Amendments to Stockholders Agreement. (a) All references to "Stockholder" or Stockholders" in the Stockholders' Agreement shall be deemed to include the New Stockholders, and the respective definitions of those terms are each hereby amended to include the New Stockholders.
(b) Schedule A to the Stockholders' Agreement is hereby amended to add the name and address of the New Stockholders as follows: John Halbreich Xxxxx Xxxxxx PO Xxx 000 0 Xxxxxxx Xxxx Xxxxxx, XX 07620 Brookville, NY 11545
(x) Xxxx of the New Stockholders shall be a member of the Robert Chestnov Stockholder Group xxx, xx xxxx xxgard, Schedule B to the Stockholders' Agreement is hereby amended to add the names "John Halbreich" and "Bruce Cahill" xx xxx xxx xx the paxx xxxxxxxxx "ROBERT CHESTNOV STOCKHOLDER GROUP".
Amendments to Stockholders Agreement. Notwithstanding any other provision of this Agreement, upon the consummation of a Qualified Public Offering, all provisions of the Stockholders Agreement shall terminate with respect to each Nonexecutive Stockholder who has executed and delivered to the Company a Nonexecutive Letter Agreement.
Amendments to Stockholders Agreement. The Stockholders Agreement shall remain in full force and effect, as hereby amended effective as of the Effective Date. The Stockholders Agreement is hereby amended as follows: