Default Voting Rights Clause Samples

Default Voting Rights. (i) If at any time two consecutive Missed Payments are outstanding, then the holders of the Series A Preferred Stock, voting as a class, shall immediately thereafter have the exclusive right to elect one member of the Board of Directors of the Corporation. Such director or any successor elected by holders of the Series A Preferred Stock shall have the right to serve on the Board of Directors of the Corporation until the latest of (A) one year from the date of election of such director, (B) the date when no Missed Payments are outstanding and (C) the date when a successor director is elected pursuant to Section 8(b)(v). The right of the holders of the Series A Preferred Stock to elect such additional director shall continue until the later of (x) one year from the date of election of such director and (y) the date when no Missed Payments are outstanding. (ii) If at any time three consecutive Missed Payments are outstanding, then the holders of the Series A Preferred Stock, voting as a class, shall immediately thereafter have the exclusive right to elect an additional member of the Board of Directors of the Corporation, in addition to the member elected pursuant to Section 8(b)(i). Such director or any successor elected by holders of the Series A Preferred Stock shall have the right to serve on the Board of Directors of the Corporation until the latest of (A) one year from the date of election of such director, (B) the date when no Missed Payments are outstanding and (C) the date when a successor director is elected pursuant to Section 8(b)(v). The right of the holders of the Series A Preferred Stock to elect such additional director shall continue until the later of (x) one year from the date of election of such director and (y) the date when no Missed Payments are outstanding. (iii) If at any time four consecutive Missed Payments are outstanding, then the holders of the Series A Preferred Stock, voting as a class, to have the exclusive right to elect a majority of the members of the Board of Directors of the Corporation. Such directors or any successors elected by holders of the Series A Preferred Stock shall have the right to serve on the Board of Directors of the Corporation until the latest of (A) one year from the date of election of such director, (B) the date when no Missed Payments are outstanding and (C) the date when successor directors are elected pursuant to Section 8(b)(v). The right of the holders of the Series A Preferred Stock to elect a maj...

Default Voting Rights. If, without either the consent of Majority Holders or the consent of at least one Preferred Director or Stockholder Director, the Corporation (a) fails to make any quarterly dividend payment (in accordance with Section 3) on the Convertible Preferred Stock or (b) breaches a material covenant contained in the Definitive Agreements or the provisions of Section 6(b)(iii) hereof (any event described in clause (a) or (b) being a "Default Voting Event"), the Holders, following in the case of clause (b), a declaration of default by the Majority Holders, will have the right to elect two additional Preferred Directors ("Additional Preferred Directors"). In addition, the Dividend Rate and the Accretion Rate on the Convertible Preferred Stock shall be increased by 2% per annum for so long as any Default Voting Event remains uncured by the Corporation. At such time as a Default Voting Event no longer exists, any Additional Preferred Directors elected pursuant to this Section 6(b)(ii) shall be deemed to have automatically resigned from the Board of Directors and they shall cease to be directors of the Corporation. The Holders (voting separately as a class) will have the exclusive right to vote for and elect such Additional Preferred Directors pursuant to a written consent or at a meeting of stockholders without any further action on the part of the Corporation or the Holders as provided below.

Default Voting Rights. With respect to the rights set forth in paragraph 8(b) of the Statement of Designation, which provides that if dividends on the Preferred Stock are in arrears for four dividends payments the holders of the Preferred Stock have the right to vote for and elect that number of additional members that shall constitute a majority of the members of the Board of Directors of the Company, the Purchaser hereby agrees that if at the time such rights arise the Purchaser is the holder of a majority of the outstanding shares of the Preferred Stock, any trustee of the Purchaser who is also serving on the Board of Directors of the Company at such time will be included for purposes of determining the number of directors that constitute such majority.

Default Voting Rights. If, without either the consent of Majority Holders or the consent of at least one Series C-1 Preferred Director or Stockholder Director, the Corporation breaches a material covenant contained in the Definitive Agreements or the provisions of Section 6(b)(iii) hereof (each such event being a "Default Voting Event"), the Holders, following a declaration of default by the Majority Holders, will have the right to elect two Series C-1 Preferred Directors ("Series C-1 Default Preferred Directors"). In addition, the Accretion Rate on the Series C-1 Preferred Stock shall be increased by 2% per annum for so long as any Default Voting Event remains uncured by the Corporation. At such time as a Default Voting Event no longer exists, any Series C-1 Default Preferred Directors elected pursuant to this Section 6(b)(ii) shall be deemed to have automatically resigned from the Board of Directors and they shall cease to be directors of the Corporation. The Holders (voting separately as a class) will have the exclusive right to vote for and elect such Series C-1 Default Preferred Directors pursuant to a written consent or at a meeting of stockholders without any further action on the part of the Corporation or the Holders as provided below.

Default Voting Rights