Anti-Dilution Waiver. Each Sponsor hereby agrees that such Sponsor shall waive, and hereby does waive, any and all anti-dilution or similar rights (if any) that may otherwise be available under applicable Law or pursuant to any Contract between or among such Sponsor or any Affiliate of such Sponsor (other than Parent or any of its Subsidiaries), on the one hand, and Parent or any of Parent’s Subsidiaries, on the other hand, with respect to the transactions contemplated by the Merger Agreement and that it shall not take any action in furtherance of exercising any such rights.
Anti-Dilution Waiver. As may be required from time to time, the holders of the Preferred Stock (as defined below) shall have waived the application of the anti-dilution rights of the Preferred Stock contained in the Restated Charter, with respect to the issuance of the Warrants in addition to the Warrant Shares.
Anti-Dilution Waiver. Each Sponsor waives, to the fullest extent permitted by Law, the ability to adjust the Initial Conversion Ratio (as defined in the Certificate of Incorporation) pursuant to Section 4.3(b) of the Certificate of Incorporation in connection with the issuance of additional Class A Shares in the Transactions. This waiver shall be applicable only in connection with the Transactions and this Sponsor Agreement (and any Class A Shares issued in connection with the Transactions) and shall be void and of no force and effect following the Support Expiration Time.
Anti-Dilution Waiver. The holders of the Company’s Preferred Stock shall have waived the application of the anti-dilution rights of the Preferred Stock contained in the Company’s Eighth Amended and Restated Charter, as amended from time to time (the “Restated Charter”), with respect to the sale and issuance of the Notes and Warrants in addition to any equity securities, including the New Equity Securities or Common Stock, as the case may be, issued upon conversion of the Notes or exercise of the Warrants (the “Conversion Securities”), and shares of Common Stock issuable upon conversion of the Conversion Securities, if applicable.
Anti-Dilution Waiver. Notwithstanding anything to the contrary in any other agreement or contract to which a Sponsor is bound, the Sponsor (for itself and for its successors, heirs and assigns) and the Class B Stockholders, collectively holding at least a majority of the Parent Class B Common Stock, hereby (but subject to the consummation of the Merger) irrevocably and unconditionally waive, to the fullest extent permitted by applicable Laws and Parent’s Governing Documents (including Section 4.3(b) of the Amended and Restated Certificate of Incorporation of Parent), and agree not to exercise, assert or perfect, any rights to adjustment or other anti-dilution protections with respect to the rate at which shares of Parent Class B Common Stock convert into shares of Parent Class A Common Stock in connection with the Transactions.
Anti-Dilution Waiver. Sponsor hereby waives any and all anti-dilution or similar rights (if any) that may otherwise be available under applicable Law, the SPAC’s Governing Documents or pursuant to any Contract between or among Sponsor or any Affiliate of Sponsor (other than the SPAC or any of its Subsidiaries), on the one hand, and the SPAC or any of the SPAC’s Subsidiaries, on the other hand, with respect to the transactions contemplated by the Merger Agreement and that it shall not take any action in furtherance of exercising any such rights.
Anti-Dilution Waiver. The CHP Stockholders hereby (severally and not jointly) waive any adjustment to the conversion ratio set forth in the Governing Documents of CHP or any other anti-dilution or similar protection with respect to the CHP Class B Common Stock (whether resulting from the transaction contemplated by the Business Combination Agreement or otherwise).
Anti-Dilution Waiver. The holders of the Company’s Preferred Stock shall have waived the application of the anti-dilution rights of the Preferred Stock contained in the Restated Charter, with respect to the sale and issuance of the Notes and Warrants in addition to any equity securities, including the Company’s Series D Preferred Stock, par value $0.001 per share (the “Series D Preferred Stock”), issued upon conversion of the Notes or exercise of the Warrants (the “Conversion Securities”), and shares of Common Stock issuable upon conversion of the Conversion Securities, if applicable.
Anti-Dilution Waiver. The Purchaser hereby waives the application of each of Section VIII of the Series B Designation and Section VIII of the Certificate of Designations, Preferences and Rights of Series C Convertible Preferred Stock of the Company filed with the Secretary of State of the State of Delaware on December 7, 2001 (the "Series C Designation") to (i) the issuance of the 10% Convertible Debentures dated October 2, 2002 (collectively, the "Creafund Debentures") to Creafund NV, Avvision BVBA, Eurl Val D'Ausa, BVBA Com(2)Wizards and Xxx Xxxxxxxx (collectively, the "Creafund Group") and (ii) the issuance of shares of Series D Stock and Series D Warrants contemplated by the terms of the Series D Purchase Agreement and this Agreement.
Anti-Dilution Waiver. [WARRANTHOLDER] and its successors and assigns hereby forever irrevocably waives any and all past, present or future anti-dilution rights contained in the Warrant, including but not limited to Section 3(f) of the Warrant (which is hereby deleted), that [WARRANTHOLDER], its successors or assigns have or may have had, and any right to notice or other rights in connection therewith. The undersigned parties agree that the Warrant is hereby amended accordingly. Notwithstanding anything in the foregoing to the contrary, this Waiver and amendment does not apply to any provisions of the Warrant solely relating to mathematical adjustments for stock splits, reverse stock splits, subdivisions, combinations, dividends or distributions in shares of Common Stock, or other similar reclassifications. This Waiver shall only waive anti-dilution rights. This Waiver shall not constitute a waiver of any other rights or consent to any other action.
