Consent to Amendments. Except as otherwise expressly provided herein, the provisions of this Agreement may be amended and the Company may take any action herein prohibited, or omit to perform any act herein required to be performed by it, only if the Company has obtained the prior written consent of the Majority Holders. This Agreement may not be amended without the written consent of the Company and the Majority Holders. No other course of dealing between the Company and the holder of any Securities or any delay in exercising any rights hereunder or under the LLC Agreement shall operate as a waiver of any rights of any such holders. For purposes of this Agreement, Securities held by the Company or any of its Subsidiaries shall not be deemed to be outstanding.
Appears in 4 contracts
Samples: Unit Purchase Agreement (Solera Holdings LLC), Unit Purchase Agreement (Solera Holdings LLC), Unit Purchase Agreement (Solera Holdings LLC)
Consent to Amendments. Except as otherwise expressly provided herein, the provisions of this Agreement may be amended and the Company may take any action herein prohibited, or omit to perform any act herein required to be performed by it, only if the Company has obtained the prior written consent of the Majority Holders. This Agreement may not be amended without the written consent of the Company and the Majority HoldersMember. No other course of dealing between the Company and the holder of any Securities Stock or any delay in exercising any rights hereunder or under the LLC Agreement Certificate of Incorporation shall operate as a waiver of any rights of any such holders. For purposes of this Agreement, Securities shares of Stock held by the Company or any of its Subsidiaries shall not be deemed to be outstanding.
Appears in 3 contracts
Samples: Stock Purchase Agreement (GTCR Fund Vii Lp), Stock Purchase Agreement (TNS Inc), Stock Purchase Agreement (Tsi Finance Inc)
Consent to Amendments. Except as otherwise expressly provided herein, the provisions of this Agreement may be amended and the Company may take any action herein prohibited, or omit to perform any act herein required to be performed by it, only if the Company has obtained the prior written consent of the Majority Holders. This Agreement may not be amended without the written consent of the Company and the Majority Holders. No other course of dealing between the Company and the holder of any Securities or any delay in exercising any rights hereunder or under the LLC Agreement Certificate of Formation shall operate as a waiver of any rights of any such holders. For purposes of this Agreement, Securities held by the Company or any of its Subsidiaries shall not be deemed to be outstanding.
Appears in 3 contracts
Samples: Unit Purchase Agreement (Prestige Brands International, Inc.), Unit Purchase Agreement (Prestige Brands Holdings, Inc.), Unit Purchase Agreement (Tsi Finance Inc)
Consent to Amendments. Except as otherwise expressly provided herein, the provisions of this Agreement may be amended and the Company may take any action herein prohibited, or omit to perform any act herein required to be performed by it, only if the Company has obtained the prior written consent of the Majority Holders. This Agreement may not be amended without the written consent of the Company and the Majority HoldersBRS. No other course of dealing between the Company and the holder of any Securities Notes or any delay in exercising any rights hereunder or under the LLC Agreement Notes or the Certificate of Incorporation shall operate as a waiver of any rights of any such holders. For purposes of this Agreement, Securities Notes held by the Company or any of its Subsidiaries shall not be deemed to be outstanding.
Appears in 2 contracts
Samples: Note Purchase Agreement (Healthessentials Solutions Inc), Note Purchase Agreement (Healthessentials Solutions Inc)
Consent to Amendments. Except as otherwise expressly provided herein, the The provisions of this Agreement may be amended and the Company may take any action herein prohibited, or omit to perform any act herein required to be performed by it, only if the Company has obtained the prior written consent of the Majority Holders. This Agreement may not be amended without the written consent holders of a majority of the Company Common Stock (assuming conversion of the Convertible Preferred Stock) issued and the Majority Holderssold hereunder. No other course of dealing between the Company and the holder of any Securities Convertible Preferred Stock or Common Stock issued and sold hereunder or any delay in exercising any rights hereunder or under the LLC Agreement Certificate of Incorporation shall operate as a waiver of any rights of any such holdersholders hereunder. For purposes of this Agreement, Securities shares of Convertible Preferred Stock or Common Stock held by the Company or any of its Subsidiaries shall not be deemed to be outstanding.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Seabright Insurance Holdings Inc), Stock Purchase Agreement (Seabright Insurance Holdings Inc)
Consent to Amendments. Except as otherwise expressly provided herein, --------------------- the provisions of this Agreement may be amended and the Company may take any action herein prohibited, or omit to perform any act herein required to be performed by it, only if the Company has obtained the prior written consent of the Majority Holders. This Agreement may not be amended without the written consent holders of a majority of the Company and the Majority Holdersoutstanding shares of Investor Common. No other course of dealing between the Company and the holder of any Securities Stock or any delay in exercising any rights hereunder or under the LLC Agreement Certificate of Incorporation shall operate as a waiver of any rights of any such holders. For purposes of this Agreement, Securities shares of Stock held by the Company or any of its Subsidiaries shall not be deemed to be outstanding.
Appears in 2 contracts
Samples: Equity Purchase Agreement (Iconixx Corp), Equity Purchase Agreement (Iconixx Corp)
Consent to Amendments. Except as otherwise expressly provided --------------------- herein, the provisions of this Agreement may be amended and the Company may take any action herein prohibited, or omit to perform any act herein required to be performed by it, only if the Company has obtained the prior written consent of the Majority Holders. This Agreement may not be amended without the written consent holders of 70% of the Company and the Majority HoldersInvestor Stock. No other course of dealing between the Company and the holder of any Securities Stock or any delay in exercising any rights hereunder or under the LLC Agreement Articles of Incorporation shall operate as a waiver of any rights of any such holders. For purposes of this Agreement, Securities shares of Stock held by the Company or any of its Subsidiaries shall not be deemed to be outstanding.
Appears in 2 contracts
Samples: Purchase Agreement (Answer Think Consulting Group Inc), Stock Purchase Agreement (Answer Think Consulting Group Inc)
Consent to Amendments. Except as otherwise expressly provided herein, the provisions of this Agreement may be amended and the Company may take any action herein prohibited, or omit to perform any act herein required to be performed by it, only if the Company has obtained the prior written consent of the Majority Holders. This Agreement may not be amended without the written consent Purchaser or holders of a majority of the Company and the Majority HoldersShares. No other course of dealing between the Company and the holder of any Securities Shares or any delay in exercising any rights fights hereunder or under the LLC Agreement Certificate of Incorporation shall operate as a waiver of any rights of any such holders. For purposes of this Agreement, Securities shares held by the Company or any of its Subsidiaries shall not be deemed to be outstanding.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Citadel Technology Inc), Stock Purchase Agreement (Citadel Technology Inc)
Consent to Amendments. Except as otherwise expressly provided --------------------- herein, the provisions of this Agreement may be amended and the Company may take any action herein prohibited, or omit to perform any act herein required to be performed by it, only if the Company has obtained the prior written consent of the Majority Holders. This Agreement may not be amended without the written consent of the Company and the Majority Holders. No other course of dealing between the Company and the holder of any Securities Stock or any delay in exercising any rights hereunder or under the LLC Agreement Certificate of Incorporation shall operate as a waiver of any rights of any such holders. For purposes of this Agreement, Securities shares of Stock held by the Company or any of its Subsidiaries shall not be deemed to be outstanding.
Appears in 1 contract
Samples: Purchase Agreement (Zefer Corp)
Consent to Amendments. Except as otherwise expressly provided herein, the provisions of this Agreement may be amended and the Company may take any action herein prohibited, or omit to perform any act herein required to be performed by it, only if the Company has obtained the prior written consent of the Majority Holders. This Agreement may not be amended without the written consent of the Company and the Majority Holders. No other course of dealing between the Company and the holder of any Securities or any delay in exercising any rights hereunder or under the LLC Agreement shall operate as a waiver of any rights of any such holders. For purposes of this Agreement, Securities held by the Company or any of its Subsidiaries shall not be deemed to be outstanding.
Appears in 1 contract
Samples: Securities Purchase Agreement (Solera Holdings LLC)
Consent to Amendments. Except as otherwise expressly provided herein, the provisions of this Agreement may be amended only with the consent of the Company and the holder of a majority of the Investor Stock, the Company may take any action herein prohibited, or omit to perform any act herein required to be performed by it, only if the Company has obtained the prior written consent of the Majority Holders. This Agreement may not be amended without the written consent holders of a majority of the Company and the Majority HoldersInvestor Stock. No other course of dealing between the Company and the holder of any Securities Stock or any delay in exercising any rights hereunder or under the LLC Agreement Certificate of Incorporation shall operate as a waiver of any rights of any such holders. For purposes of this Agreement, Securities shares of Stock held by the Company or any of its Subsidiaries shall not be deemed to be outstanding.
Appears in 1 contract
Samples: Purchase Agreement (Corestaff Inc)
Consent to Amendments. Except as otherwise expressly provided herein, the provisions of this Agreement may be amended and the Company may take any action herein prohibited, or omit to perform any act herein required to be performed by it, only if the Company has obtained the prior written consent of the Majority Holders. This Agreement may not be amended without the written consent of the Company and the Majority Holders. No other course of dealing between the Company and the holder of any Securities Stock or any delay in exercising any rights hereunder or under the LLC Agreement Certificate of Incorporation shall operate as a waiver of any rights of any such holders. For purposes of this Agreement, Securities shares of Stock held by the Company or any of its Subsidiaries shall not be deemed to be outstanding.
Appears in 1 contract
Consent to Amendments. Except as otherwise expressly provided herein, the provisions of this Agreement may be amended and the Company may take any action herein prohibited, or omit to perform any act herein required to be performed by it, only if the Company has obtained the prior written consent of the Majority Holders. This Agreement may not be amended without the written consent of the Company and the Majority HoldersHRS. No other course of dealing between the Company and the holder of any Securities Notes or any delay in exercising any rights hereunder or under the LLC Agreement Notes or the Certificate of Incorporation shall operate as a waiver of any rights of any such holders. For purposes of this Agreement, Securities Notes held by the Company or any of its Subsidiaries shall not be deemed to be outstanding.
Appears in 1 contract
Samples: Note Purchase Agreement (Healthessentials Solutions Inc)