Company’s Stockholders Approval. (a) As promptly as reasonably practicable, and in any event within two (2) Business Days following the Effective Date (the “Company Stockholder Written Consent Deadline”), the Company shall obtain and deliver to Parent a true, complete and correct copy of a written consent (in form and substance reasonably satisfactory to Parent and certified by an executive officer of the Company) evidencing the Company Stockholder Approval that is duly executed by the Company Stockholders that hold at least the requisite number and class of issued and outstanding shares of Company Capital Stock required to obtain the Company Stockholder Approval (the “Company Stockholder Written Consent”).
Company’s Stockholders Approval. (a) As promptly as reasonably practicable, and in any event within three (3) Business Days after the Form S-4 is declared effective by the SEC (the “Company Stockholder Written Consent Deadline”), the Company shall obtain and deliver to Parent a true, complete and correct copy of a written consent (in form and substance reasonably satisfactory to Parent and certified by an executive officer of the Company) evidencing the Company Stockholder Approval that is duly executed by the Company Stockholders that hold at least the requisite number and class of issued and outstanding shares of Company Capital Stock required to obtain the Company Stockholder Approval (the “Company Stockholder Written Consent”).
Company’s Stockholders Approval. (a) As promptly as reasonably practicable after the S-4 Effective Date and in any event within ten (10) Business Days following the S-4 Effective Date (the “Company Stockholder Written Consent Deadline”), the Company shall obtain and deliver to Parent a true and correct copy of a written consent (in form and substance reasonably satisfactory to Parent) evidencing the Company Stockholder Approval that is duly executed by the Company Stockholders that hold at least the requisite number and class of issued and outstanding shares of Company Capital Stock required to obtain the Company Stockholder Approval (the “Company Stockholder Written Consent”).
Company’s Stockholders Approval. (a) As promptly as reasonably practicable after the Proxy Statement is cleared by the SEC and in any event within five Business Days following the date when the Proxy Statement is cleared (the “G3 Stockholder Written Consent Deadline”), the Company shall obtain and deliver to Parent a true, complete and correct copy of a written consent (in form and substance reasonably satisfactory to Parent) evidencing the G3 Stockholder Approval that is duly executed by G3 and the G3 Stockholders that hold at least the requisite number and class of issued and outstanding shares of stock required to obtain the G3 Stockholder Approval (the “G3 Stockholder Written Consent”).
Company’s Stockholders Approval. (a) As promptly as reasonably practicable after the S-4 Effective Date and in any event within five (5) Business Days following the S-4 Effective Date (the “Company Stockholder Written Consent Deadline”), the Company shall solicit and use its reasonable best efforts to obtain the Company Stockholder Approval by written consent (in form and substance reasonably satisfactory to Parent) that is duly executed by the Company Stockholders that hold at least the requisite number and class of issued and outstanding shares of Company Capital Stock required to obtain the Company Stockholder Approval (the “Company Stockholder Written Consent”). In connection with such solicitation, the Company shall deliver to each Company Stockholder an Earnout Election Agreement in substantially in the form attached hereto as Exhibit F (the “Earnout Election Agreement”) pursuant to which, among other things, each such Company Stockholder may elect to possibly receive a portion of the Earnout Shares, in each case, subject to the terms and condition of Section 4.7 hereof and the Earnout Election Agreement.
Company’s Stockholders Approval. (a) As promptly as reasonably practicable after the S-4 Effective Date, the Company shall call a meeting of the Company Stockholders to be held on a date no later than 45 days after the S-4 Effective Date in accordance with its organizational documents and the laws of the State of Maryland and, subject to the other provisions of this Agreement, for the purpose of voting on the approval of this Agreement. The Company shall deliver to Parent a true, complete and correct copy of the resolutions of the Company Stockholders adopted at such meeting, or a unanimous written consent of the Company Stockholders in lieu of such meeting, in either case in form and substance reasonably satisfactory to Parent, evidencing the actions taken by the Company Stockholders (in either case, the “Company Stockholder Resolutions”).
Company’s Stockholders Approval. Company shall have duly and validly obtained the Company Stockholder Approval.
