Common use of Approved IPO Clause in Contracts

Approved IPO. (a) Each of the Major Stockholders and the Company agrees that at any time two (2) or more Major Stockholders, each beneficially owning Securities constituting more than 51% of the Original Ownership of such Major Stockholder, desire to pursue the Approved IPO and provide the Company and each other Major Stockholder written notice of such desire delivered in accordance with Section 6.10 (the date such notice shall have been delivered, the “Approved IPO Notice Date”), the other Stockholders shall support and do all things within its power to approve, and to cause the Board of Directors to approve, the Approved IPO; provided, however, that if such Approved IPO, following the exercise of commercially reasonable efforts by the Company, shall not have been consummated prior to the date that is six (6) months following the Approved IPO Notice Date, the pursuit of the Approved IPO shall be abandoned at the election of at least one Major Stockholder beneficially owning Securities constituting more than 51% of the Original Ownership of such Major Stockholder wishing to pursue the Drag-Along Transaction or the Sale in accordance with Section 5.1 upon the delivery by such Major Stockholder(s) of notice of such election in accordance with Section 6.10 to the other Major Stockholders and the Company. (b) To the extent required by the managing underwriter in connection with the Approved IPO, the Company and the Major Stockholders shall use commercially reasonable efforts to cause the terms of this Agreement as shall be designated by the managing underwriter as materially unfavorable to the marketing of the Approved IPO (but excluding those terms set forth in Article III and Sections 4.2 and 6.2) to be modified or terminated; provided, that the terms described in Article II (other than Section 2.6 which shall be of no further force or effect upon consummation of an Approved IPO) shall only be modified or terminated to the extent necessary to meet applicable listing requirements of any securities exchange or quotation system on which the Common Stock of the Company is listed or quoted following such Approved IPO. (c) With respect to the Approved IPO: (i) in the event a Major Stockholder desires to include its Securities in the Approved IPO registration and treat such registration as an Individual Demand or Collective Demand, the provisions of Section 3.1 and, to the extent applicable, Sections 3.3 through 3.7, shall apply and (ii) otherwise, the provisions of Section 3.2 and, to the extent applicable, Sections 3.3 through 3.7, shall apply.

Approved IPO. (a) Each of the Major Stockholders and the Company agrees that at any time two (2) or more Major Stockholders, each beneficially owning Securities constituting more than 51% of the Original Ownership of such Major Stockholder, desire to pursue the Approved IPO and provide the Company and each other Major Stockholder written notice of such desire delivered in accordance with Section SECTION 6.10 (the date such notice shall have been delivered, the “Approved "APPROVED IPO Notice Date”NOTICE DATE"), the other Stockholders shall support and do all things within its power to approve, and to cause the Board of Directors to approve, the Approved IPO; providedPROVIDED, howeverHOWEVER, that if such Approved IPO, following the exercise of commercially reasonable efforts by the Company, shall not have been consummated prior to the date that is six (6) months following the Approved IPO Notice Date, the pursuit of the Approved IPO shall be abandoned at the election of at least one Major Stockholder beneficially owning Securities constituting more than 51% of the Original Ownership of such Major Stockholder wishing to pursue the Drag-Along Transaction or the Sale in accordance with Section SECTION 5.1 upon the delivery by such Major Stockholder(s) of notice of such election in accordance with Section SECTION 6.10 to the other Major Stockholders and the Company. (b) To the extent required by the managing underwriter in connection with the Approved IPO, the Company and the Major Stockholders shall use commercially reasonable efforts to cause the terms of this Agreement as shall be designated by the managing underwriter as materially unfavorable to the marketing of the Approved IPO (but excluding those terms set forth in Article ARTICLE III and Sections SECTIONS 4.2 and 6.2) to be modified or terminated; providedPROVIDED, that the terms described in Article ARTICLE II (other than Section SECTION 2.6 which shall be of no further force or effect upon consummation of an Approved IPO) shall only be modified or terminated to the extent necessary to meet applicable listing requirements of any securities exchange or quotation system on which the Common Stock of the Company is listed or quoted following such Approved IPO. (c) With respect to the Approved IPO: (i) in the event a Major Stockholder desires to include its Securities in the Approved IPO registration and treat such registration as an Individual Demand or Collective Demand, the provisions of Section SECTION 3.1 and, to the extent applicable, Sections SECTIONS 3.3 through 3.7, shall apply and (ii) otherwise, the provisions of Section SECTION 3.2 and, to the extent applicable, Sections SECTIONS 3.3 through 3.7, shall apply.