Common use of Board of Director Approval Clause in Contracts

Board of Director Approval. The Company covenants that so long as any shares of Series A Preferred Stock remain outstanding, the approval of the Board of Directors of the Company shall be obtained prior to taking any of the following actions: (A) The hiring of any officer of the Company; (B) The adoption of any compensation program, including base salaries and bonus programs for officers and key employees of the Company; (C) The adoption of any stock option plan and the issuance of any stock and stock options; (D) The adoption of an annual budget, business or financial plan; (E) The purchase or lease of any real estate, fixed asset or aircraft lease in excess of $500,000; (F) The approval by the Company of any obligation or commitment, including capital equipment leases or purchases, with a value in excess of $500,000 or which are outside the most recent business plan or budget approved by the Board of Directors; and (G) Transfers by stockholders of more than 10,000 shares of the Company's stock; provided, however, that this Section 6.4(vii) shall expire on an initial public offering of the Company's Common Stock resulting in aggregate proceeds (net of underwriting discounts and commissions) to the Company of at least $10,000,000 at a minimum price of $4.00 per share; and provided further, that the provisions of this Section 6.4(vii) shall not apply to transfers by a stockholder to such stockholder's partners, family members and affiliates.

Appears in 2 contracts

Samples: Series a Preferred Stock Purchase Agreement (Air South Airlines Inc), Series B Preferred Stock Purchase Agreement (Air South Airlines Inc)

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Board of Director Approval. The Company covenants that so long as any shares of Series A C Preferred Stock remain outstanding, the approval of the Board of Directors of the Company shall be obtained prior to taking any of the following actions: (A) The hiring of any officer of the Company; (B) The adoption of any compensation program, including base salaries and bonus programs for officers and key employees of the Company; (C) The adoption of any stock option plan and the issuance of any stock and stock options; (D) The adoption of an annual budget, business or financial plan; (E) The purchase or lease of any real estate, fixed asset or aircraft lease in excess of $500,000; (F) The approval by the Company of any obligation or commitment, including capital equipment leases or purchases, with a value in excess of $500,000 or which are outside the most recent business plan or budget approved by the Board of Directors; and (G) Transfers by stockholders of more than 10,000 shares of the Company's stock; provided, however, that this Section 6.4(vii6.3(g) shall expire on an initial public offering of the Company's Common Stock resulting in aggregate proceeds (net of underwriting discounts and commissions) to the Company of at least $10,000,000 at a minimum price of $4.00 per share; and provided further, that the provisions of this Section 6.4(vii6.3(g) shall not apply to transfers by a stockholder to such stockholder's partners, family members and affiliates.

Appears in 1 contract

Samples: Series C Preferred Stock Purchase Agreement (Air South Airlines Inc)

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Board of Director Approval. The Company covenants that so long as any shares of Series A Preferred Stock remain outstanding, the approval of the Board of Directors of the Company shall be obtained prior to taking any of the following actions: (Aa) The hiring of any officer of the Company; (Bb) The adoption of any compensation program, including base salaries and bonus programs for officers and key employees of the Company; (Cc) The adoption of any stock option plan and the issuance of any stock and stock options; (Dd) The adoption of an annual budget, business or financial plan; (Ee) The purchase or lease of any real estate, fixed asset or aircraft lease in excess of $500,000; (Ff) The approval by the Company of any obligation or commitment, including capital equipment leases or purchases, with a value in excess of $500,000 or which are outside the most recent business plan or budget approved by the Board of Directors; and (Gg) Transfers by stockholders of more than 10,000 shares of the Company's stock; provided, however, that this Section 6.4(vii) shall expire on an initial public offering of the Company's Common Stock resulting in aggregate proceeds (net of underwriting discounts and commissions) to the Company of at least $10,000,000 at a minimum price of $4.00 per share; and provided further, that the provisions of this Section 6.4(vii) shall not apply to transfers by a stockholder to such stockholder's partners, family members and affiliates.

Appears in 1 contract

Samples: Series C Preferred Stock Purchase Agreement (Air South Airlines Inc)

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