Amendments to the Certificate of Incorporation Sample Clauses

Amendments to the Certificate of Incorporation. The Company agrees that, prior to the consummation of a Business Combination, it will not take any action to amend or modify, and will not support, directly or indirectly, or in any way endorse or recommend that stockholders approve any amendment or modification to, the provisions of its certificate of incorporation set forth in the Prospectus under the subheading “Amendments to Our Amended and Restated Certificate of Incorporation” under the caption “Description of Securities”.

Amendments to the Certificate of Incorporation. During the Restricted Period, the Purchaser may at any time by delivery of written notice to the Company (a “Governance Notice”) request that the Company take all actions necessary to enact the Certificate Amendment *CONFIDENTIAL TREATMENT REQUESTED

Amendments to the Certificate of Incorporation. Subject to any certificate of designations relating to any series of Preferred Stock, the Corporation reserves the right to amend, alter, change or repeal any provision contained in this Amended and Restated Certificate of Incorporation, in the manner now or hereafter prescribed by the DGCL, and all rights conferred upon stockholders herein are granted subject to this reservation. Notwithstanding anything to the contrary contained in this Amended and Restated Certificate of Incorporation, and notwithstanding that a lesser percentage may be permitted from time to time by applicable law, no provision of Article V, Article VI, paragraphs (a) and (b) of Article VII, Article VIII, Article IX, Article X and Article XI may be altered, amended or repealed in any respect, nor may any provision or bylaw inconsistent therewith be adopted, unless, in addition to any other vote required by this Amended and Restated Certificate of Incorporation or otherwise required by law, (i) prior to the Trigger Date, such alteration, amendment, repeal or adoption is approved by, in addition to any other vote otherwise required by law, the affirmative vote of the holders of a majority of the voting power of the outstanding shares of capital stock of the Corporation entitled to vote generally in the election of directors, voting together as a single class, and (ii) from and after the Trigger Date, such alteration, amendment, repeal or adoption is approved by, in addition to any other vote otherwise required by law, the affirmative vote of the holders of at least seventy-five percent (75%) of the voting power of the outstanding shares of capital stock of the Corporation entitled to vote generally in the election of directors, voting together as a single class, at a meeting of the stockholders called for that purpose.

Amendments to the Certificate of Incorporation. Holdings may not alter, amend or modify the Amended and Restated Articles of Incorporation of Holdings, dated as of the date hereof, so as to (i) alter, amend or modify Paragraph (C) or clauses (i) through (v) of Paragraph (D) of Section 2 of Article IV of the Amended and Restated Articles of Incorporation of Holdings (and their related defined terms) in a manner that would have an adverse effect on the economic interests of the Holders of Class B Common Shares, in their capacities as such, or (ii) have an adverse effect on the economic interests, voting rights and priorities of Holders of Class B Common Shares, in their capacities as such, relative to the economic interests, voting rights and priorities of the holders of Common Shares or Preferred Shares, in their capacities as such, in each case prior to a Qualified IPO or a Change of Control, without the prior written consent of the holders of a majority of the Class B Common Shares (excluding any Attributed Shares from both the numerator and the denominator).