Common use of Approval of Holders Clause in Contracts

Approval of Holders. Whenever the consent or approval of holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent holders of Registrable Securities if such subsequent holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the holders of such required percentage. For purposes of calculating the consent or approval of holders of a majority of the then outstanding aggregate principal amount of Registrable Securities, Registrable Securities which have been converted into shares of Common Stock shall be deemed to bear the principal amount at which such securities were converted.

Appears in 2 contracts

Samples: Registration Rights Agreement (Vivra Inc), Registration Rights Agreement (Incyte Pharmaceuticals Inc)

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Approval of Holders. Whenever the consent or approval of holders ------------------- of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent holders of Registrable Securities if such subsequent holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the holders of such required percentage. For purposes of calculating the consent or approval of holders Holders of a majority of the then outstanding aggregate principal amount of Registrable Securities, Registrable Securities which have been converted into shares of Common Stock shall be deemed to bear the principal amount at which such securities were converted.

Appears in 1 contract

Samples: Registration Rights Agreement (Central Garden & Pet Company)

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Approval of Holders. Whenever the consent or approval of holders of a ------------------- specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent holders of Registrable Securities if such subsequent holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the holders of such required percentage. For purposes of calculating the consent or approval of holders of a majority of the then outstanding aggregate principal amount of Registrable Securities, Registrable Securities which have been converted into holders of Series A Preferred Stock deemed to be the holders for purposes of this Section 8(e), of the number of outstanding shares of Common Stock shall be deemed to bear the principal amount at into which such securities were convertedshares of Series A Preferred Stock are then convertible.

Appears in 1 contract

Samples: Registration Rights Agreement (Western Micro Technology Inc /De)

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